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 Corporate Governance in Emerging Markets
Corporate Governance in Emerging Markets
Corporate Governance
Enforcement of Corporate Governance in Asia in Emerging Markets
THE UNFINISHED AGENDA
Over the past few years, most Asian jurisdictions have substantially revamped their Enforcement of Corporate
laws, regulations and other corporate governance norms. In many cases, Asian rules
now reflect the most developed thinking on established corporate governance systems. Governance in Asia
However, enforcement remains a significant challenge and “an unfinished agenda”.
THE UNFINISHED AGENDA
This publication offers a unique snapshot of how corporate governance is being
enforced in Asia. It provides policy makers, judges, investors, board members and
stakeholders with case studies and analyses that illustrate how regulators deal with
enforcement in practice.
The six articles compiled in this publication cover a number of important sub-themes.
Liu describes civil enforcement in Chinese Taipei, illustrated by a case study of a well-
known corporate governance scandal. Kroeze looks at the pros and cons of setting up
specialised business courts to deal with governance issues within Asia. Jung discusses
co-operation between regulators and public prosecutors in Korea, and Hwang reviews
the growing interest in Singapore for enlarging the role of arbitration in corporate

Enforcement of Corporate Governance in Asia

law disputes. Finally, Mak, Lan and Buang present an enforcement case study that
highlights director negligence. All papers were presented and discussed at the Asian
Corporate Governance Roundtable, a high-level policy forum that comprises Asian
policy makers, regulators, stock exchanges, academics and private sector leaders, as
well as international experts.

The full text of this book is available on line via this link:
www.sourceoecd.org/governance/9789264035508
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www.sourceoecd.org/9789264035508
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ISBN 978-92-64-03550-8

�����������������������
26 2007 01 1 P -:HSTCQE=UXZZU]:
262007011.indd 1 04-Dec-2007 12:03:27 PM
Fauxt-titre_16x23.fm Page 1 Wednesday, November 21, 2007 2:32 PM

Corporate Governance in Emerging Markets

Enforcement of Corporate
Governance in Asia
THE UNFINISHED AGENDA
Fauxt-titre_16x23.fm Page 2 Wednesday, November 21, 2007 2:33 PM

ORGANISATION FOR ECONOMIC CO-OPERATION

AND DEVELOPMENT

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provides a setting where governments can compare policy experiences, seek answers to
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The OECD member countries are: Australia, Austria, Belgium, Canada, the
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 3

Foreword

Over the past several years, most Asian jurisdictions have substantially
revamped their laws, regulations and other corporate governance norms. In
many cases, Asian rules now reflect the most developed thinking in
corporate governance. But the credibility – and utility – of corporate
governance rules and regulations ultimately rest on the ability to enforce
them. It is therefore essential to ensure that recent improvements in the
regulatory frameworks are matched by effective enforcement.
Against this background, participants to the Asian Roundtable on
Corporate Governance1 decided to look deeper into the challenges to effective
enforcement. This publication collects some of the papers that have been
discussed in recent Roundtable meetings, including the meeting in Bangkok,
Thailand in 2006. It provides policy makers, judges, investors, board
members and stakeholders with case studies and papers that illustrate real
problems and specific examples of how regulators deal with enforcement in
practice. The papers are preceded by an executive summary that draws out
key lessons learned in the “unfinished enforcement agenda” in Asia.
Established in 1999, the Asian Roundtable on Corporate Governance
serves as a high-level regional hub for policy dialogue on corporate
governance. Its goal is to assist decision-makers in their efforts to improve
corporate governance in the region. It gathers the most prominent, active and
influential policy makers, practitioners and experts on corporate governance in
the region, from OECD countries and relevant international institutions.
Special thanks go to the participants in the Asian Roundtable on
Corporate Governance and in particular the authors of the case studies and
papers presented. The OECD is grateful to the Japanese government and the
Global Corporate Governance Forum for supporting this work. This
publication was prepared by Fianna Jesover, Corporate Affairs Division,
OECD in cooperation with Richard Frederick, Governance Consultant.

1
The participating Asian economies include: Bangladesh, China, Hong Kong
China, India, Indonesia, Korea, Malaysia, Pakistan, the Philippines, Singapore,
Chinese Taipei, Thailand and Vietnam.

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
 5

Table of Contents

Executive Summary ............................................................................................ 7

Chapter 1. The Merits of Shareholder Collective Actions

(Class Action Suits) in Chinese Taipei ....................................... 19
1. Securities class actions in Chinese Taipei ............................................... 19
2. Rigid civil law approaches weaken corporate and securities laws .......... 20
3. Regulatory competition fragments corporate law enforcement ............... 21
4. Insufficient supervision of directors by supervisors ................................ 21
5. Institutional barriers to class actions in Chinese Taipei .......................... 22
6. Reliance on criminal enforcement ........................................................... 23
7. Enforcement against short-swing profit disgorgement ............................ 26
8. Recent piggyback enforcement case studies............................................ 26
9. The Investors Protection Law of 2003..................................................... 29
10. New experience under the Investors Protection Law .............................. 31
11. Conclusions ............................................................................................. 32
Appendix ......................................................................................................... 37

Chapter 2. Procomp: A Case in Chinese Taipei .......................................... 49

1. Background ............................................................................................. 49
2. Facts in the Procomp case ....................................................................... 50
3. Liabilities ................................................................................................. 57
4. Investigations and enforcement ............................................................... 57
5. The impact of the Procomp case.............................................................. 59

Chapter 3. Ensuring Judicial Infrastructure:

The Theory and Practice of Specialised Courts........................ 61
1. Introduction ............................................................................................. 61
2. The theory of specialised courts .............................................................. 62
3. The practice of specialised business courts ............................................. 65
4. Concluding remarks and recommendations............................................. 69

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
6

Chpater 4. Relations between Regulators and Prosecutors in Korea ........ 77

1. Acts and regulations on corporate governance ........................................ 77
2. Administrative bodies regulating corporate governance ......................... 77
3. Korea’s prosecutorial system and its relations
with administrative bodies ....................................................................... 80
4. A real investigation: The case of S Group ............................................... 83
5. The significance of the investigation ....................................................... 85

Chapter 5. The Prospects for Arbitration and Alternative

Dispute Resolution....................................................................... 87
1. Why arbitration ? ..................................................................................... 87
2. Suitability of arbitration in company law disputes .................................. 88
3. Difficulties of arbitration in company law disputes................................. 89
4. Enforcement ............................................................................................ 90
5. Conclusion ............................................................................................... 91

Chapter 6. Implementation and Enforcement of Rules in Singapore

and the Case of China Aviation Oil ........................................... 93
1. Singapore’s legal system ......................................................................... 93
2. Recent commercial misconduct cases ..................................................... 97
3. China Aviation Oil – A case study .......................................................... 99
4. Proposed reforms ................................................................................... 102
5. Conclusion ............................................................................................. 106
Appendix ....................................................................................................... 108

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
 7

Executive Summary

1. Introduction

This publication collects some of the papers that have been discussed in
recent meetings of the Asian Roundtable on Corporate Governance,
including the meeting in Bangkok, Thailand in 2006. The principal purpose
of these meetings was to explore how corporate governance was being
enforced in the Asia region.
The Asian Roundtable on Corporate Governance was established in
1999 and serves as a high-level regional forum for a structured policy
dialogue on corporate governance. It also provides participants with
direct access to the work of the OECD and to developments in other
parts of the world. To support both private and public sector efforts, the
Asian Roundtable participants carried out a detailed inventory of corporate
governance weaknesses, challenges and solutions. The result of this
significant undertaking was presented in the White Paper on Corporate
Governance in Asia (2003). The White Paper contains a set of common
policy objectives and a number of concrete recommendations on how to
improve corporate governance in Asia. The White Paper recognises that the
more detailed implementation of various recommendations may vary
between economies, since Asia is a diverse region in terms of legal
traditions, regulatory infrastructure, and economic development. However,
it also drives home the essential point that specific national characteristics
do not excuse any jurisdiction, which wants a strong private sector, from
improving corporate governance.
The White Paper has provided Asian economies with a roadmap for
developing policy and a reference point against which to measure their own
progress. While much has been achieved since its publication in 2003,
questions remain with respect to how policy recommendations translate into
law and regulation, and filter down to the companies who must ultimately
put good governance into practice.

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
8 – EXECUTIVE SUMMARY

As a consequence, enforcement was chosen as the theme of the 2006

meeting. Enforcement is often a weak spot in many countries. It is no
surprise that it is also a challenge in emerging economies. The enforcement
of good governance relies on a large number of factors, one of which is a
strong judicial infrastructure. The reality in Asia is that the legal
environment in some countries is determined by a judiciary that is often
under-funded, requires additional commercial experience, and is vulnerable
to influence by powerful interests. Research indicates judicial systems in a
number of Asian countries require further strengthening in order to better
protect shareholder and creditor rights.1
Six papers are compiled in this publication, which cover a number of
important sub-themes. Liu describes civil enforcement in Chinese Taipei, as
the legal system adapts to scandals and new economic challenges. He also
presents a case study on the equivalent of Chinese Taipei’s Enron. Kroeze
looks at the pros and cons of setting up specialised business courts to deal
with governance issues, and considers their utility in Asia. Jung discusses
co-operation between regulators and public prosecutors in Korea, and
Hwang discusses the growing interest in enlarging the scope of arbitration in
company law disputes in Singapore. Finally, Mak, Lan and Buang present a
case study to illustrate enforcement issues, and highlight the matter of
negligent directors in Singapore.
The 2006 Asian Roundtable meeting devoted particular attention to
practical realities. Case studies were used to illustrate real problems and
provide to-the-point examples of how regulators deal with enforcement in
practice. Case studies of China Aviation Oil in Singapore, an anonymous
company group in Thailand, and Procomp in Chinese Taipei were presented
and discussed. The remainder of this summary synthesises the key
messages on enforcement of corporate governance rules from the papers and
case studies presented at recent Roundtable meetings.

2. Synthesis of proceedings

Asian countries improved their corporate governance regimes

significantly after the 1997 crisis. Awareness of the importance of good
governance practices is now widespread, as most of the countries in the
region continue to work on improving their corporate governance
frameworks. The initial reason for corporate governance reform in Asia
may have been the 1997 crisis, however, the continuing impetus for
improved governance has been economic growth, the desire of countries to
remain competitive, continued globalisation, international capital flows, and
the growth of global financial markets.

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
 EXECUTIVE SUMMARY – 9

a. The institutional framework

Many countries that had considered framework issues resolved are now
finding that further work on legislation is required. The reason is that the
process of implementation and enforcement has revealed where the
legislative framework could and should be strengthened.2 Some areas where
countries have found that their law requires further attention are in sanctions
for breach of fiduciary duties, administrative sanctions on management of
listed firms, civil penalties, better disclosure, and derivative and class
actions.3,4 Indeed, company legislation in a number of Asian countries
continues to be reviewed and renewed. Future reforms will likely aim at a
greater reliance on civil and administrative enforcement options and reduced
dependence on public enforcement by strengthening the legal foundations
for private enforcement.5,6 Work on the legal framework, thus, remains
topical.
As in other parts of the world, scandal has heightened awareness of
governance issues, and public outcry has forced governments to protect the
public interest and restore confidence in the financial markets. The
Procomp case in Chinese Taipei illustrates how one government chose to
respond. On the institutional level, the Procomp scandal greatly enhanced
the standing of the Financial Supervisory Commission (FSC), which had
new enforcement powers bestowed upon it by the Ministry of Finance. The
FSC, in turn, mobilised the Securities and Futures Investors Protection
Centre, a pseudo public institution, to protect investor interests and help
achieve recourse through civil litigation. The institute effectively subsidises
the cost of civil enforcement.7 In most countries existing and emerging
institutions are being strengthened and have become considerably more
effective.
Laws were amended in response to scandals and to prevent further
corporate misdeeds. In Chinese Taipei, for example, the most important
legal change was the modification of the Company Law to create the basis
for establishing and mandating independent directors and audit committees.
Changes also prohibited the same persons from being elected through their
representatives as both a manager and a board member of a company.
Amendments to the Securities and Exchange Law also strengthened the
integrity and honesty requirements for company officers and representatives.
Managers of issuers must now certify financial statements and are liable for
material misstatements in reports and filings. Employees and auditors are
also subject to liability for misstatements. Finally, criminal and
administrative penalties were strengthened.8 Responses vary from country
to country, however, the general tenor of government actions in Asia has
been to strengthen and deepen law and regulation in response to scandals.

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
10 – EXECUTIVE SUMMARY

Co-operation between various regulatory institutions is important for

achieving maximum regulatory efficiency since responsibility for corporate
governance enforcement is often shared by several agencies. Co-operation
may, nevertheless, be difficult to achieve even with the best of intentions.9
Some techniques which countries have used to enhance co-operation are:
internal working committees and dialogues; regular inter-agency meetings
between government agencies to discuss operational issues and sharing of
information; formal agreements such as memorandums of understanding
between regulatory bodies, and; personnel exchanges, such as joint training
and educational efforts. Finally, overarching national-level committees,
such as the High-Level Enforcement Committee in Malaysia, which
includes the Securities Commission, the police, and the Companies
Commission and reports to the Prime Minister, can help create bridges
between regulatory organisations.10
Asian countries have made liberal use of legislation and practices from
other countries as a source of inspiration when strengthening their own
systems. For example, the Companies Act in Singapore is generally based
on principles of UK company law. Singapore has also drawn on other
countries’ legislative frameworks such as that of Australia, (statutory
statement of the duties of a director), Canada (statutory derivative actions)
and New Zealand (share buybacks and abolishing of par value). Hong Kong
China has been strongly influenced by the UK Combined Code.11 Finally,
international principles such as the OECD Principles of Corporate
Governance and IOSCO’s Objectives and Principles of Securities
Regulation have served as important internationally agreed reference points.
International practices provide valuable models, but making them work
in Asia, outside of their natural context, is often difficult. One reason is that
Asia is a diverse region with both civil and common law traditions.
Transplanting and implementing mismatched laws and enforcement
techniques can thus reduce their effectiveness. In particular, codes of
procedure in civil law jurisdictions can make it difficult to conduct group,
collective, or representative litigation, which are more widespread in
common law traditions.12 Other requirements of good corporate
governance, such as the director’s duty of loyalty and care, may not translate
effortlessly into the local legal culture even if somewhat similar concepts
may exist. The experiences related during the meeting clearly show that
Asian countries are finding their own path to legislative reform and
enforcement, while making the best possible use of international practices
where feasible.

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
 EXECUTIVE SUMMARY – 11

b. Private and public enforcement

There are different public and private enforcement options, each of

which has relative merits. Criminal sanctions provide strong deterrent
value, but are subject to procedural delays of the court system because of the
high burden of proof that is demanded. Civil sanctions have less deterrent
value than criminal sanctions and, while still subject to procedural delays,
have a burden of proof that is lower than criminal proceedings.
Administrative sanctions have less deterrent value than either criminal or
civil sanctions; on the other hand, they allow for speedy action. With
administrative sanctions, regulatory agencies determine the standard of
proof. Private rights of action allow for a market-based enforcement
response; they are less subject to procedural delays of the court system and
have a lower burden of proof. In most developing markets, public
enforcement holds a more prominent position than private enforcement.13
An array of different sanctioning options is crucial for effective
enforcement.14,15
Key prerequisites for both public and private enforcement are: a certain
level of market maturity and sophistication; the awareness of managers and
directors of their duties, and shareholders of their rights; transparency and
disclosure (since market discipline is premised on the reliability of
information); the presence of enforcing institutions; the integrity and
efficacy of regulatory agencies and the court system; a supportive legal
framework, and; a complete set of corporate and financial laws.
As in most emerging economies, private monitoring and enforcement
are at a relatively nascent stage of development. Regulatory agencies, on the
other hand, are typically endowed with strong investigative powers and a
wide range of sanctioning options, though criminal sanctions are
increasingly being complemented by civil and administrative sanctions.16

i. Private sector enforcement

There are numerous and significant impediments to class actions in

Asia. In Chinese Taipei, for example, one impediment is that the political
culture has traditionally suppressed collective actions. Furthermore, court
procedures require investors to organise themselves as a class of plaintiffs,
which requires co-ordination and other up-front costs. Out-of-pocket court
fees of up to 3.5% of a claim may be required to launch an action. In
addition, there is no civil discovery. Finally, judges lack expertise and find
it difficult to examine the legal and factual issues of cases. In short, small
investors lack the power to assert their rights.17

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
12 – EXECUTIVE SUMMARY

Asia also has a growing interest in enlarging the scope of arbitration in

company law disputes. There are many good reasons for considering
arbitration. It is cost effective and timely compared to litigation.
Arbitration offers: greater neutrality compared to litigation; the ability of
parties to choose the governing law of the dispute; the potential for specialist
arbitrators with experience in, for example, accounting, and; greater
flexibility compared to national courts. Arbitration is thus well suited for
use in disputes which require creative remedies.18
There are also important drawbacks associated with arbitration. The
problem with arbitration in company law disputes is that arbitration is
contractual in nature. Arbitration in company law disputes requires parties to
the arbitration to have signed up for arbitration in advance.19 In addition,
courts may allow exceptions provided for under the New York Convention
on the recognition and enforcement of foreign arbitral awards. Expansive
interpretations of what constitutes a legitimate exception can result in the
setting aside of arbitral awards and the effective gutting of shareholder
rights. In general, actions which involve financial relief are more suitable for
arbitration than actions which involve requests for injunctive relief or
declarations of status. Other kinds of company law disputes which are
suitable for arbitration include shareholder disputes in privately held
companies and breaches of joint venture agreements– particularly foreign
joint ventures.20
Gatekeepers (anyone who monitors or oversees the actions of others),
play an important role in corporate governance and are increasingly being
held accountable for their actions as corporate advisors. Gatekeepers
include auditors, accountants, legal and financial advisors, and underwriters
among others. Past scandals have consistently raised questions regarding
the extent to which gatekeepers are fulfilling their promised functions. Too
often they have been seen as negligent and even complicitous in corporate
misdeeds. For example, in the Energo Berhad case in Malaysia, both the
promoter and the accountant were prosecuted. In the case of Kiara Emas
Asia Industries, both the internal accountant and the external auditor were
charged for their role in submitting false information to the Malaysian
Securities Commission.21 Gatekeepers throughout Asia now face the
prospect of increased damages for negligent sponsorship or negligent
certification of financial statements.
Against this backdrop, there have been positive efforts to enhance the
role of the accounting and audit profession by improving regulation. In
Hong Kong, the Independent Investigation Board was established to
consider complaints of accounting, auditing and ethics irregularities
committed by professional accountants involving listed entities. In addition,
the Financial Reporting Review Panel was established to inquire into

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
 EXECUTIVE SUMMARY – 13

departures from the law and accounting standards in the annual accounts of
companies and to seek remedial action.22
There have also been efforts to encourage greater professionalism
among financial advisors. In Hong Kong, for example, the stock exchange
is strengthening the regulation of sponsors and financial advisers, and is
clarifying its expectations of them (e.g. definitions of independence and
expectations of due diligence). Listing rule amendments address, among
other things: when an issuer must appoint a sponsor or post-listing adviser;
the role and responsibilities of issuers in assisting sponsors and compliance
advisers; undertakings and declarations required to be given to securities
regulators, and; independence requirements for sponsors, compliance
advisers and financial advisors, including the due diligence they should
typically perform.23
Another critical issue is what actions should be taken against board
members who are negligent or incompetent, but whose actions fall short of
serious crime. In most cases directors are only punished for the most
egregious crimes, usually involving dishonesty or fraud. Gross negligence
though, is generally not punished by the authorities or through civil action,
even though it constitutes a breach of the director’s duty to act with
reasonable diligence. Firm action against directors may therefore be
necessary to send a clear signal on directors’ duties and their role in
corporate governance. While there is legitimate concern that tougher actions
against negligent directors may deter qualified people from becoming
directors, it can also be argued that allowing directors to retain their
positions after presiding over problems violates the spirit of good corporate
governance and sends negative signals to the markets.24 Concerning self-
discipline by the private sector, it was stressed that there is still a need for
companies to realise for themselves the benefits of better corporate
governance practices, particularly with respect to the effectiveness of boards
that are dominated by controlling shareholders.

ii. Public sector enforcement

Securities law enforcement in Asia relies largely on the public sector

(regulators and prosecutors) despite the emergence of private remedies.
Furthermore, there is significant reliance on criminal penalties, even if
criminal sanctions are increasingly being complemented by civil and
administrative sanctions.25 Civil sanctions are comparatively infrequent.
This can be attributed to various factors such as its cost, the difficulty in
proving a breach of duty and the uncertainty regarding the eventual recovery
of damages. It is also attributable to a lack of a tradition of civil action.
When they do occur, however, civil actions do appear to work in Asia. In

ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
14 – EXECUTIVE SUMMARY

Singapore, for example, the introduction of civil penalties was useful in

achieving legal redress without having to go through litigation.26 The lower
burden of proof is likely a key reason why regulators have increasingly
turned to the use of civil penalties. Addressing the relative absence of civil
action is of great interest in Asia since it is one additional mechanism to
deter breaches of good governance.
Specialised business courts are in some cases improving the
enforcement of corporate governance rules. Kroeze cites examples of
specialised courts in Asia including that of the Thai Central Intellectual
Property and International Trade Court where better enforcement through
specialised courts has helped attract investment and contribute to economic
growth. The establishment of this court addressed structural problems of
inefficiency, security breaches, inter-agency rivalry and the lack of co-
ordination that had hampered Thai enforcement efforts in the past.
Specialised courts can be seen as an important factor in creating a legal
environment friendly to international trade and investment.27
Specialised business courts can only be successful if certain pre-
conditions are satisfied. These conditions vary from well-trained judges and
well-balanced procedures that guarantee impartial adjudication, to a working
system of notifying parties of court dates and a transport infrastructure to get
parties to courtrooms. These conditions exist in some Asian countries and
are expected to exist in more countries in the region in the future.28

c. Capacity building

In Asia, as is the case elsewhere, regulators are confronted with

considerable organisational and operational challenges in fulfilling their
duties. The challenges include the volume and complexity of laws and
regulation, and inefficiencies within regulatory structures. There is a good
understanding of these problems and how to go about solving them.
Achieving effective regulation is contingent upon the capacity, integrity
and accountability of regulators. Capacity building for public enforcement
agencies means first and foremost that they have sufficient resources.
Human resources are, arguably, most important to the success of a
regulatory agency. Good human resource management covers aspects of
recruiting (civil service examinations, standards, and recruiting
requirements); job development (external training programmes, international
meetings, and in-house training programmes), and; incentives (non-
monetary recognition, pension plans, growth potential, achievement
recognition, and job security). Regulatory agencies must have properly
motivated staff with appropriate investigative and prosecutorial skills.

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Regulatory staff needs to know the law, have the resources to enforce it and
be able to take punitive action based on sound reasoning.29
At the same time, the staff of the regulator needs to observe the highest
professional standards. Professional standards should cover the avoidance
of conflicts of interest, appropriate use of information obtained during the
course of duty, observance of procedural fairness, and the observance of
confidentiality and secrecy requirements. Achieving higher regulatory
capacity may imply a trade off with integrity and accountability (a classic
quantity versus quality trade-off). Given the importance of the perception of
integrity and incorruptibility for the public sector, this argues for erring on
the side of integrity.30
The legal framework must be supportive, and regulators must have the
powers necessary to fulfil their tasks. Legislation should protect regulators
in the discharge of their regulatory duties and clearly define their
responsibilities. The law should also: convey the needed powers to
investigate matters pertaining to cases; provide the ability to take action to
ensure compliance with regulations; provide the power to initiate or refer
cases for prosecution, and; give the power to impose sanctions and seek
orders from courts or tribunals.31 Laws should be consistent and avoid
duplication and complexity. If these conditions are not fulfilled the ability
of the regulator to achieve his goals may be limited.
Finally, the scarcity of resources means that regulators must develop
enforcement strategies that increase the likelihood of achieving their policy
goals with the means at hand. An enforcement strategy needs to consider
when to use criminal or civil powers or take administrative actions, and
needs to taken into account the costs and benefits of each. It should also
consider how to deal with serious offences compared to technical breaches,
the balance between the quantity and quality of enforcement actions, and
when to take action on behalf of investors.32 An enforcement strategy
should not only address how to handle the case load, but how to apply
limited resources to best effect.

d. Public sector accountability

Public sector and private sector accountability go hand in hand; it is

difficult to achieve one without the other. Many Asian countries still suffer
from influence over regulators and arbitrary regulatory actions. It is
therefore important to demand greater accountability when empowering
regulators with administrative enforcement options, since enforcement is
taken outside of the regular court system. In Malaysia, for example, as in

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other common law countries, the challenge is typically provided for under
the administrative law framework.33
Greater accountability can be achieved in a number of ways including
the greater transparency of administrative functions. Transparency is one
of the principal methods to ensure accountability. In many cases
transparency is lacking, and it may be difficult for investors and other
stakeholders to judge whether enforcement actions have been pursued
properly and applied fairly.34 Key disclosures should include: policies;
procedures and decisions; investigations; criminal prosecutions, and; civil
and administrative actions taken.35

e. Jurisdictional issues

The internationalisation of financial markets also raises important

jurisdictional issues. Today’s reality is that companies have their home
offices in one place, operate in another place and list in yet another.
Foreign-based companies make it difficult to pursue misdemeanours,
conduct investigations or extradite offenders.36 Complex organisations
cause difficulties for regulators, especially in countries with a large number
of foreign listings such as Hong Kong and Singapore. In Hong Kong, for
example, there are over 280 mainland Chinese enterprises, and over 80% of
listed issuers are incorporated abroad.37 In Singapore, one in every three
listings was a foreign company in 2006, with about 100 listed Chinese
companies. In most of these companies, the management, operations and
directors are predominantly based overseas.38 Resolving jurisdictional issues
will be an area requiring further attention.

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Notes

1. Kroeze, Maarten, professor of company law at Erasmus University

Rotterdam, the Netherlands (See paper in this publication).
2. Limpaphayom, Piman (2006), Sasin Graduate Institute of Business
Administration of Chulalongkorn University, “Implementation and
Enforcement of Corporate Governance Rules: The Case of Thailand”,
Presentation at the Asian Roundtable on Corporate Governance, 14-15
September 2006.
3. Srimachand Waratchya (2006), Securities and Exchange Commission,
Thailand, “Implementation and Enforcement Revisited”, Presentation at
the Asian Roundtable on Corporate Governance, 14-15 September 2006.
4. Limpaphayom, Piman (2006).
5. Ather, Jaweria (2004), Securities and Exchange Commission of Pakistan,
“Ensuring Capacity, Integrity and Accountability of Regulators and
Supervisors”, Presentation at the 6th Asian Roundtable on Corporate
Governance, , 2-3 November 2004.
6. Ramlah Mahmood, Nik (2004), Securities Commission, Malaysia,
“Agency Enforcement”, Presentation at the 6th Asian Roundtable on
Corporate Governance, , 2-3 November 2004..
7. Liu, Lawrence S., Executive Vice President and Chief Strategies Officer,
China Development Financial Holding Corporation, and Professor,
Soochow University Law School and National Taiwan University Business
School, Chinese Taipei (See case study and paper in this publication).
8. Liu, Lawrence S.
9. Jung, Yong-Jin, Seoul Northern District Prosecutor’s Office, Korea,
Netherlands (See paper in this publication).
10. Ramlah Mahmood, Nik (2004).
11. Chow, Paul (2004), Chief Executive, HKEx, “Implementation and
Enforcement in Corporate Governance--the Case of Hong Kong”,
Presentation at the Asian Roundtable on Corporate Governance, 2-3
November 2004.
12. Liu, Lawrence S.

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13. Ibid.
14. Ibid.
15. Ather, Jaweria (2004).
16. Ramlah Mahmood, Nik (2004).
17. Limpaphayom, Piman (2006).
18. Hwang, Michael, Senior Counsel and Arbitrator, Singapore (See paper in
this publication).
19. Ibid.
20. Ibid.
21. Ramlah Mahmood, Nik (2004).
22. Chow, Paul (2004).
23. Ibid.
24. Mak, Yuen Teen; Lan, Luh Luh, and; Buang, Azrudi Bin, National
University of Singapore, (See paper in this publication).
25. Limpaphayom, Piman (2006), Liu, Mak, Ramlah Mahmood, Nik (2004).
26. Mak, Yuen Teen; Lan, Luh Luh, and; Buang, Azrudi Bin.
27. Kroeze, Maarten (2004).
28. Ibid.
29. Ramlah Mahmood, Nik (2004).
30. Wu Chung-Fern, Rebecca (2004), Financial Supervisory Commission,
Chinese Taipei, “Ensuring Capacity, Integrity and Accountability of
Regulators and Supervisors”, Presentation at the 6th Asian Roundtable
on Corporate Governance, , 2-3 November 2004.
31. Ather, Jaweria (2004).
32. Ramlah Mahmood, Nik (2004).
33. Ibid.
34. Mak, Yuen Teen; Lan, Luh Luh, and; Buang, Azrudi Bin.
35. Ramlah Mahmood, Nik (2004).
36. Mak, Yuen Teen; Lan, Luh Luh, and; Buang, Azrudi Bin.
37. Chow, Paul (2004).
38. Mak, Yuen Teen; Lan, Luh Luh, and; Buang, Azrudi Bin.

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Chapter 1.

The Merits of Shareholder Collective Actions

(Class Action Suits) in Chinese Taipei

by
Lawrence S. Liu*

1. Securities class actions in Chinese Taipei

In the wake of the Asian financial crisis, there has been much discussion
of improving corporate governance in Asia, including the enhancement of
mechanisms for securities class actions.1 This paper examines how Chinese
Taipei tries to simulate the securities class actions prevalent elsewhere as in,
for example, the United States. Even though efforts to emulate international
practices have met many challenges, there have been some preliminary
successes, including innovative ways to engineer partial reform.
Chinese Taipei is a civil law jurisdiction with a strong economy and a
robust capital market that was not overly affected by the Asian financial
crisis. These features make Chinese Taipei an interesting case study
because, like Japan and Korea, Chinese Taipei has not traditionally been
strong on corporate laws.2 Unlike the distressed Asian economies, it is not
susceptible to as much external pressure to enhance shareholder protections.
Chinese Taipei’s case is also interesting and relevant to China, which
shares the same cultural affinities, and shows a strong though quiet interest
in Chinese Taipei as a benchmark for its efforts to strengthen its own

*
Executive Vice President and Chief Strategies Officer, China Development Financial
Holding Corporation, Chinese Taipei, and Professor, Soochow University Law School
and National Taiwan University Business School, Taipei. For convenience’s sake, the
financial figures in this paper are converted on the basis of USD 1=TWD 34.
(USD=United States dollar, and TWD=New Taiwan dollar).

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economic and legal infrastructure, including its corporate laws.3 For

example, Anthony Neoh, an advisor to the China Securities Regulatory
Commission and former chairman of the Hong Kong Securities and Futures
Commission, has indicated that Chinese Taipei’s securities law enforcement
mechanism is worthy of close study by China.4
As this paper will show, despite the emergence of a civil society in
Chinese Taipei and the transplant of many substantive corporate and
securities law rules from aboard, securities law enforcement relies largely on
the public sector, that is, regulators and prosecutors. Public agency
enforcement thus far has subsidised the private enforcement of corporate
and securities laws because of inadequate procedural laws that create high
information and co-ordination costs, and significant court costs for private
enforcement. To reduce these costs, claimants in Chinese Taipei and
government-supported organisations have recently adopted a new form of
resolution: simulating US-style securities class actions. However, such a
functional approach is still inefficient. Nonetheless, since an investor
protection law went into force in 2003, there has been better enforcement
and more aggressive plaintiff mobilisation.

2. Rigid civil law approaches weaken corporate and securities laws

As shown by some recent studies, sources of corporate and securities

laws are relevant and arguably important to the strength of corporate
governance systems.5 Chinese Taipei’s Company Law was enacted by the
Nationalist government in Mainland China in 1928 and has largely followed
the German and Japanese models. Despite some initial influence on Chinese
Taipei’s Securities and Exchange Law (SEL) of 1968, the enforcement of
the SEL is closer to the Japanese than the US model. Transplanting Chinese
Taipei’s corporate and securities laws from civil law countries without a
strong history of capital markets has affected their effectiveness.
One important feature of the civil law approach is that there is more
emphasis on form than substance. This is a by-product of the codification
culture. One classic example of placing form over substance is the rigid way
in which codified rules are written, which makes adaptation to new market
conditions or new behavioural patterns difficult. Examples of the emphasis
of form over substance include the definition of control, and tracing
beneficiary ownership in the context of the opaque labyrinth of family
holdings and cross ownership prevalent in Asia and Chinese Taipei.
The rigidity of this approach is even stronger in procedural laws.
Ultimately, it can be argued that codes of procedure in civil law jurisdictions
were not set up for group, collective, or representative litigation. They are

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better suited for one-on-one dispute resolution. For civil claimants to assert
collective pressure, some substitutes have to be found.

3. Regulatory competition fragments corporate law enforcement

There is some regulatory competition in enforcing corporate law rules in

Chinese Taipei. While the Ministry of Economic Affairs (MOEA) enforces
the Company Law, the Securities and Futures Bureau (SFB) of the Financial
Supervisory Commission (FSC) enforces the SEL. The Company Law is
generally believed to be out of date. It fails to provide either adequate
flexibility to deal with the rapidly changing global economy or the necessary
level of shareholder protection. The MOEA’s overhaul of the Company
Law in recent years has moved slowly, and the SFB has sometimes lost
patience. It has sponsored, for example, amendments to the SEL embodying
basic corporate law rules, thereby pre-empting the Company Law.6 Even
though this approach solves short-term problems, over the long term it
splinters corporate law enforcement.

4. Insufficient supervision of directors by supervisors

Under Chinese Taipei’s Company Law there is a concept of the

directors’ duty of due care under the civil law principle of the contract of
mandate. But, until the 2001 amendment, the Company Law contained no
explicit provision on directors’ fiduciary duty. The 2001 amendment
followed similar amendments earlier in Japan and Korea to transplant a
concept that grew largely out of common law jurisdictions. It should,
nevertheless, be noted that there is a criminal offence of breach of trust,
which may arise from both a violation of the duty of due care and the duty
of loyalty.
The Company Law also provides for indirect supervision by statutory
auditors (more commonly known as supervisors) much like the kansaiyaku
under the Japanese Commercial Code. Unlike a two-tier board structure,
supervisors in Chinese Taipei can wield significant oversight power and are
potentially powerful. They could, for example, bring suit against directors.
In practice, however, they seldom do so. Often affiliated with major
shareholders or founders, they are actually figureheads.
The Company Law in Chinese Taipei allows corporate or government
shareholders to appoint their representatives as directors and supervisors.
This inherent conflict of interests essentially nullifies supervision by
supervisors.7 This is because the same large corporate or government

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shareholder may elect a slate of directors and another slate of supervisors.

The right hand thus finds it difficult to meaningfully supervise the left hand.
Directors are nevertheless viewed, pursuant to civil law concepts, as
entrusted by the company to conduct its affairs under a contract of mandate.
As mentioned above, they could be sued criminally for breach of trust for
every act or omission. This is an important feature of corporate law
enforcement in Chinese Taipei and reminds one of the era of draconian
criminal law in imperial China. However, as will be shown below, this
situation exists because private enforcement of corporate and securities law
in Chinese Taipei has been difficult.

5. Institutional barriers to class actions in Chinese Taipei

The Company Law allows derivative actions by shareholders owning

3% of a company continuously for a year (reduced from 5% in the 2001
amendment), who may petition supervisors to sue directors and bring suits
directly if supervisors fail to do so.8 Even so, group litigation in Chinese
Taipei is still difficult and unusual. There are several reasons. First, before
the Martial Law decree was lifted in 1987, authoritarianism did not lend
itself to rights consciousness. It was not until the early 1990s that
ingredients for a civil society began to emerge in Chinese Taipei. In sum,
the political culture suppressed collective actions including group litigation.
Second, Chinese Taipei’s court procedures are not conducive to class
actions. Its Code of Civil Procedure is heavily influenced by German and
Japanese legislation, which does not offer effective measures to facilitate
group litigation arising from mass torts. For example, in order for several
plaintiffs to bring joint actions, they have to opt into a collective action plan.
In other words, they have to be specific, known parties acting under rigid
joint rules. Even though a modest amendment to improve this kind of opt in
group litigation was enacted in 2001, it has not led to any meaningful class
action cases under the Code of Civil Procedure.
For the same reasons, the shareholder derivative suit mechanism
authorised under the Company Law does not work well. To the author’s
knowledge, it has not been invoked when minority ownership is diverse, as
in the case of public companies. Furthermore, this mechanism is not
necessary when minority shareholders still command substantial ownership,
as in the case of a joint venture. In short, there is a very high co-ordination
cost to organising a class of plaintiffs. As a result, virtually no mechanism
similar to US class actions exists, whereby parties can be represented even
without the knowledge of a law suit and where, once certified as a class, the
plaintiffs become parties unless they choose to opt out.

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Third, there is a serious out-of-pocket economic disincentive to

plaintiffs. Plaintiffs have to advance a hefty court fee (which was a flat 1%
of the claim before 2002, and remains about the same under a post-2002 fee
schedule) at the district court and appellate court levels, and another
significant fee (for 1.5% of the claim before the 2002 amendment) at the
final court level. In Chinese Taipei, the losing party pays for the court fees
and each party pays for his own attorney’s fees. As a result, even though
attorney’s fees would be less than, say, in the United States, the requirement
to advance exorbitant court fees (potentially a total of 3.5 percent of the
claim before the 2002 amendment) makes it virtually impossible for small
plaintiffs to assert large claims. In addition, until recently, there were no
punitive damages that could otherwise offset such disincentives to sue.
Even though some consumer protection, securities and antitrust statutes now
provide for treble punitive damages, actual awards of such damages are rare.
Fourth, there is no civil discovery in Chinese Taipei. As a result,
information costs to plaintiffs can be high. Plaintiffs often have to rely upon
whatever evidence they can gather to conduct the proceedings. To be sure,
under the system of trials in Chinese Taipei, judges can compel testimonies
and production of evidence.9 However, judges’ case loads make it difficult
for them to conduct thorough fact finding. Therefore, the high information
cost to plaintiffs discourages class actions.
Fifth, securities class actions often require some expertise without which
judges find it difficult to examine the legal and factual issues. One could
also point to the low level of practitioners admitted to practice law as a
reason.10 Corporate misbehaviour, unfair related party transactions, and
insider or manipulative securities trading have been classic examples of
difficult cases for Chinese Taipei judges. These judges are professionally
trained, become judges usually early in life, and do not have much other
business experience. With economic growth in recent years, Chinese
Taipei’s judges have come to know more about business practices and even
stock trading, even if it remains difficult for them to determine fair market
value or the legality of some commercial practices.11 Nonetheless, as will be
shown later, some young judges in the district courts are very inquisitive,
and have begun to learn from case law, and law and economics principles
elsewhere, like in the United States. One such example is the introduction
of the “fraud on the market” theory in securities fraud cases in 2004 that first
arose in the US case of Basic v. Levinson in 1988.

6. Reliance on criminal enforcement

If it is difficult to impose civil liabilities, what recourse is available to

potential victims? There are two alternatives, both of which play a

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prominent role in the Chinese Taipei way of simulating class actions. The
first involves the prosecutors in a criminal proceeding.12 The second
involves a public interest foundation charged to bring actions on its behalf or
on behalf of other similarly situated victims.
If an act injures multiple victims, there is enough public interest to make
it a crime. Some violations of the Company Law and the SEL in Chinese
Taipei are criminally punishable. Indeed, as indicated above, under the
Civil Code, directors have a contract of mandate with the company they
serve. Failure to properly perform their duties may constitute a breach of
trust under Chinese Taipei’s Criminal Code. Prosecutors may then proceed
with criminal indictment and bring their formidable subpoena and other
investigative powers to bear.

Simulating class actions through piggyback civil actions

Once a prosecutor has made an indictment, victims of the crime may
bring a civil action in tandem with such a criminal prosecution.13 In other
words, the victims may piggyback on the efforts of the prosecutor and
reduce the information costs to them. Indeed, they may ride on the coattails
of the in terrorem14 power of the prosecutors. In addition, the president of
the district court in which the criminal tribunal is hearing the criminal case
may rule that, because of the complexity of the piggyback civil action, it
should be referred to the civil tribunal of the same court.15 If such a ruling is
made, the hefty court fees that otherwise would have to be advanced by the
plaintiff will be waived.16 Effectively, this ruling removes the economic
disincentives to bringing a class action. However, there is one catch: the
sitting judge(s) in the civil tribunal to which the case is referred typically
wait(s) for the result of the criminal trial proceedings. There is usually a
significant delay of a few years before such cases receive substantive
hearings in the district court level.
Warts and all, this is the Chinese Taipei way of solving the civil
enforcement problem: simulating class actions. The complexity requirement
of this referral rule and criminal judges’ workload have increasingly lead to
referrals of mass victim cases in recent years. In a securities case involving
improper conduct of the issuer or insiders, the facts are invariably
complicated and involve multiple investors. Criminal court judges would
rather avoid the piggyback civil actions, which are more tedious than just
convicting the culprits. In addition, the ruling to waive court fees seems
natural: victims are often “mom and pop” investors. As such, the waiver is
not only “politically correct”, it also alleviates whatever feelings of guilt that
criminal court judges may have from not handling the civil cases
themselves. Considering that this German inspired piggyback civil action

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rule was not intended to accommodate public interest litigation, the result is
remarkable. The chemistry among this historical accident, litigation
economics and judicial behaviour has inadvertently created a unique
Chinese Taipei style of public interest litigation.

The role of the government-sponsored foundation as de facto

plaintiff
Even if it is possible to organise piggyback civil actions, multiple
actions by diverse plaintiffs are still inefficient. A good Samaritan organiser
is needed to reduce co-ordination costs. One alternative, therefore, is to
create a foundation to enhance civil enforcement. Such a mechanism could
solve or reduce the collective action problem in group litigation. Until 2003,
this foundation was the Securities and Futures Market Development Institute
(the Institute). The Institute was founded in the early 1980s with an
endowment by the SFB (known at that time as the Securities and Futures
Commission of the Ministry of Finance) and received SFC grants and
directives to carry out financial market studies and personnel training. The
Institute owns at least one trading unit in each company that is publicly
listed in Chinese Taipei. By doing so, it ensures that it can assert claims
against directors and management as a shareholder.
To this end, the Institute formally set up an investor service and
protection centre in March 1998, which is functionally similar to a public
interest law firm. It used public means of communications to entertain
applications to register investor claims. These investors had to ask the
Institute to be their agent in asserting claims following the opt in method
mentioned above. Although this could be a time consuming and tedious
process, the recent enforcement cases summarised below demonstrate that
the Institute has done a good job of managing these mass litigation cases.
In May 1999, the Institute formalised its procedures governing the
acceptance of engagements by investors for civil liabilities in securities
cases after they were approved by the SFC.17 For egregious violations of the
SEL and for cases for which there has been a public prosecution, the
Institute would either exercise its own minority shareholder right pursuant to
the Company Law or bring de facto class actions as agents for other
claimants. In either case, it would budget for the payment of court and
lawyers’ fees when necessary. In other words, the Institute (and its funding
agency, the SFC) was willing to subsidise the cost for civil enforcement.

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7. Enforcement against short-swing profit disgorgement

One of the easiest ways to assert SEL claims is to sue for the
disgorgement of what is known as six-month, “short-swing trading profit”
against insiders of a publicly listed company.18 As in the United States,
where this rule originated, civil liabilities for such trading are not based
upon fault, and are thus easier to establish. However, there is one major
difference. In Chinese Taipei a publicly listed company is required under
the SEL to seek disgorgement; there is no discretion for other alternatives
like granting a waiver.
This mandatory claim requirement therefore allowed the Institute to step
in when the issuer, being controlled by insiders, failed to bring a
disgorgement action. The management simply has no discretion to decide
not to make a claim once the Institute raises this issue; to procrastinate
further would mean a breach of trust, and potentially a criminal affair.
The Institute has maintained an active enforcement programme in this
area.19 Disgorgement cases nevertheless have their limitations. The
company controlled by the insiders is made whole, but individual investors
do not receive any compensation. Indeed, insiders may squander or
expropriate recouped profits. In 2003, all securities claims and enforcement
programmes at the Institute were transferred to a new foundation, discussed
below.

8. Recent piggyback enforcement case studies

Around the late 1990s, close to forty listed companies in Chinese Taipei
experienced management irregularities. Although Chinese Taipei was not as
affected as other countries by the Asian financial crisis, these irregularities
occurred around the same time, thereby creating a small domestic financial
crisis. Most of these companies were family controlled and operated in the
more traditional sectors of the economy like food, metal and steel,
automobile distribution, construction and the like.
Often, the irregularities were similar: a few insiders used corporate
funds funnelled through wholly owned subsidiaries of the issuer to speculate
in company stock or real estate. By using captive subsidiaries to engage in
de facto secret market buybacks, they also shored up the value of their
personal holdings, if not cashing in at the same time. Some company
insiders simply doctored financial accounts or embezzled corporate funds.
Typically, the scandal led to public prosecution, thereby setting the stage for
piggyback civil actions organised by the Institute. At the end of this paper,

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an appendix shows a list of cases still pending. The more representative

cases are summarised below.20
An April 2000 research study by the Taiwan Stock Exchange of the
companies that engaged in such irregular activities suggests that the board of
directors was “captured”21 by the controlling family. The study found that,
on average, family members and affiliates controlled about 28% of the
voting rights of these companies. However, they averaged about 75% of the
board representation. In addition, these companies tended to engage in
irregular activities when the major shareholders and insiders pledged
substantial blocks of their holdings. In other words, argues the study, this
phenomenon shows a classic need for independent directors.22

Tong Lung Metal Industry

The Fan brothers were the chairman and president of this metal
company. As a result of a family feud, and in an effort to gain corporate
control, they pledged company shares, held by the company’s wholly-owned
investment holding subsidiaries, to secure funds with which they bought
proxies. They also caused the company to issue checks to guarantee
repayment to the lenders. When the market turned, they instructed
employees to divert corporate funds to make ends meet. As a result, Tong
Lung lost more than USD 70 million as of late 1998, and was put into
corporate reorganisation. Trading of its shares has since been suspended.23
This was one of the first of the so-called “land mine” cases in the late
1990s. The defendants were convicted within four months of their
indictment, and sentenced to prison terms of three and eight years. Multiple
counts were established, including violations of insider trading, market
manipulation and securities fraud under the SEL, forgery and aggravated
embezzlement under the Criminal Code, and violation of the Financial
Accounting Law. The Institute then filed a piggyback civil action in April
1999 with the district court and began registering other complainants. After
the defendants appealed their criminal convictions with the Taiwan High
Court in November 1999, the Institute again filed a piggyback civil action
with that court.
By late July 2000, the Institute had already registered to act as the agent
of 4 371 investors in the piggyback civil actions. The main causes of action
include civil liabilities arising from securities law violations, breach of the
Company Law duties for insiders, and the general tort provision of the Civil
Code.24 Based on the Institute’s assessment, 3 516 investors in the
piggyback civil actions would qualify for total claims of more than USD 40
million based on improper financial disclosures. About 274 investors would

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qualify for total claims of more than USD 7 million based on insider trading
violations.

Chinese Automobile
One of the Chang brothers of the founding family involved in this case
was adjudicated bankrupt. Before, however, he and others were convicted
of securities fraud and violations of the Company Law and the Financial
Accounting Law. Their company, one of the largest automobile distributors
in Chinese Taipei, was put into corporate reorganisation. The Institute is
acting for 37 persons in a piggyback civil action for about USD 6.6 million.

Kuoyang Construction
One of the most notorious takeover specialists, and rumoured speculator
in securities and property markets, Mr. Ho and his associates were
prosecuted for securities violations and sued by the Institute for securities
and general tort liabilities. Kuoyang was suspended from trading. The
Institute acted for more than 1 154 claimants for a total claim of more than
USD 60 million against the defendants.

Taiyu Products
Mr. Tseng and his associates were rumoured to use their political
connections to get commercial deals. He and about 35 associates were
prosecuted on almost ten counts of securities and criminal law violations. In
one of the two piggyback civil group-litigation cases, the Institute acted for
130 investors for a total claim of almost USD 2 million. In another related
piggyback group litigation arising out of the same facts, the Institute acted
for 591 investors seeking a total claim of almost USD 7 million.

Ban Yu Paper
One of the well established paper companies in Chinese Taipei, this
company deteriorated in the increasingly competitive market environment.
For criminal law violations and insider trading, the elderly founder/chairman
and five associates were prosecuted, and the company has been in corporate
reorganisation. The Institute acted for 400 investors in a piggyback group
litigation for a total claim of almost USD 600 000.

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 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI – 29

Cheng-I Food
This case may be the first ever securities related group claim case in
Chinese Taipei. A maker of salad oil and other products, Cheng-I Food was
listed on Taiwan’s over-the-counter market (now known as the GreTai
Securities Market) in 1995. However, it turned out that since October 1990,
the company had had bad debts of over USD 7 million from a distributor
default. The chairman suppressed this material adverse information,
privately sold company inventory and engaged in fraudulent accounting
practices for the five subsequent years.
In February 1997, trading of Cheng-I shares was suspended. Its de-
listing occurred in October 1997, followed quickly by criminal
investigations. As of July 2000, the Institute had registered 77 investor
claimants arising from the initial public offering of Cheng-I, and an
additional 312 trading investor claimants.

Master Home Furniture

The founder and chairman, Mr. Shieh, and other officers were
prosecuted for criminal embezzlement. The company has been de-listed
since May 2000. The Institute brought a piggyback action and solicited
other claimants by public notice to join in this action.

Ta-Chung Steel
About ten insiders and officers were prosecuted for embezzlement and
for Financial Accountancy Law, Company Law and securities law
violations. The company has ceased trading. The Institute acted for 976
investors to seek a total claim of more than USD 6.6 million.

King-Wei Textile
This piggyback action arose from criminal prosecution of the principal,
Mr. Cheng, for forged accounts, securities fraud, tort and Company Law
violations. The Institute acted for 36 claimants for a total claim of slightly
less than USD 2 million.

9. The Investors Protection Law of 2003

The high-profile mass securities claims arising from these cases called
public attention to the inadequacy of the current civil justice system in
Chinese Taipei for class actions and the lack of board accountability. In a

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30 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

series of meetings of the Ministry of Finance empanelled blue ribbon

Financial Reform Task Force held in 1998-99, a decision was made to
rectify these inadequacies.25 The Task Force members recommended that a
class action mechanism be adopted, drawing insight from the group
litigation provisions of the Consumer Protection Law (CPL) of 1994.26
Acting on this recommendation, in December 1999, Chinese Taipei’s
cabinet submitted a Securities and Futures Investors Protection Law
(Protection Law) bill to the parliament. It was enacted in 2002 and became
effective in 2003.
The Protection Law authorises the establishment of a foundation called
the Securities and Futures Investors Protection Centre (the Centre), thereby
formally recognising the important work of the Institute.27 Spun off from
the Institute, and now operating independently, the Centre has set up an
Investor Protection Fund, which is funded primarily by mandatory
contributions from securities and futures firms, and self-regulatory
organisations like the stock exchange, the futures exchange and other self-
regulatory organisations.28 This war chest, now valued at over
TWD 1 billion (or about USD 30 million), is used in part to defray
mediation and litigation costs and reimburse investors for their losses arising
from violations of the SEL and Futures Trading Law.29
The Protection Law also authorises the Centre to conduct high-profile
mediation of investor disputes; it has a controversial “cram down” power to
force the preliminary decision of a majority of the mediation panel on a
party unless that party formally signals a repudiation of this decision in
time.30 Should a party refuse to accept this preliminary decision, the
mediation panel may publicise its decision as appropriate.31 In other words,
if a party (usually the defendant) does not co-operate, it may have to deal
with substantial adverse publicity and risk ruining its reputation.
The Protection Law provides for further preferential treatment for
investors and the Centre. For example, if a party is part of a group of
similarly situated persons, it may opt out of a decision of the mediation
panel without affecting the validity of this decision, unless a majority of
such parties in the same group opts out as well.32 But, once parties agree to
the mediation decision, it is as binding as a final, non-appealable
judgment.33
The most important provision of the Protection Law is perhaps the
formal recognition of representative litigation and group arbitration. These
proceedings may be brought by the Centre in its own name if they are on
behalf of at least 20 or more investors arising from any single dispute in the
securities and futures markets.34

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 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI – 31

The centrepiece of the Protection Law, this representative action and

representative arbitration rule, is intended to formalise and improve
proceedings in the de facto class actions described above. One may not be
surprised by the attempt to formalise group litigation. However, this rule
offers group arbitration as an unusual mechanism for alternative dispute
resolution.
The Centre may not charge investors any separate compensation. This
suggests the public interest nature of this programme.35 However, it will
receive some preferential treatment in group investor litigation. In acting on
its motion for provisional relief on behalf of investors, such as a pre-
judgment injunction or post-judgment demand for satisfaction, the courts
shall waive the requirement of posting a bond as security.36 For assessing
court fees, the amount of investor claims which serves as the basis of
calculation will be deemed not to exceed TWD 100 million (about
USD 3.3 million).37 This would substantially reduce the court fees that have
to be advanced by the Centre as plaintiff. By the same token, if the Centre
suffers an adverse final, non-appealable judgment, it only has to pay court
fees up to this deemed amount.
The Protection Law is a very innovative piece of legislation. A
government-sponsored centre funded through a legislatively authorised levy
on the securities market brings public interest securities class actions in
Chinese Taipei. It works like the Hong Kong Association of Minority
Shareholders (HAMS) proposal, made by corporate governance activist
David Webb, which was defeated in Hong Kong. As Chinese Taipei does
not suffer from extreme industrial concentration like chaebols in Korea, it
cannot find a truly publicly interested social movement like Korea’s
People’s Solidarity for Participatory Democracy (PSPD). Therefore, even
though the PSPD in Korea offers perhaps the only meaningful securities
class action enforcement experience by any non-profit organisation in Asia,
Chinese Taipei’s experience with the Institute and the Centre demonstrates
another interesting path of semi-governmental enforcement of civil claims
stemming from securities violations.38 Of course, it remains to be seen how
successful and sustainable this model will be.

10. New experience under the Investors Protection Law

Since 2003, the Centre has strengthened its work. For example, when
the Institute brought suits in the late 1990s, it relied on piggybacking civil
claims on top of criminal prosecutions. The Centre has brought independent
civil suits because of the more favourable provisions under the new
legislation. Even though the courts are still congested, an independent suit
does not incur the delays as in the case of the piggyback civil suit, which

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32 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

require waiting for hearings until the criminal proceeding has produced a
conviction.
There have already been successful preliminary judgments in the Taiyu
and Ta Chung Steel cases, which were handed down in 2004. In the Taiyu
case, the leader was held liable for a significant sum of damages
(TWD 202 million, or about USD 6 million). A similar success was
obtained in the King Yuan securities fraud case decided in 2004, even
though it did not involve a class action. In these cases, the court did not find
the external auditors liable because the applicable provisions in section 20 of
the SEL focus on issuer liability. This result is essentially similar to the
1994 United States Supreme Court decision in the Central Bank case to not
recognise “aider and abettor” liability. The FSC is frustrated with district
court decisions absolving external auditors in these cases. Therefore, it has
proposed to strengthen the SEL provisions governing disclosure liability and
fraud in securities trading to broaden the class of actors who may be held
liable.
Most interestingly, in some of these decisions, young judges have
borrowed from foreign experience and case law. For example, under the
traditional tort principle of requiring reliance and causation to prove fraud
and injury, it has been notoriously difficult to establish liability when there
was fraudulent misrepresentation or omission of material adverse disclosure.
In some of these 2004 decisions, judges have reversed the burden of proof
by following the efficient market hypothesis and the “fraud on the market”
theory of liability that arose from the 1988 United States Supreme Court
decision in Basic v. Levison.
The Centre is actively preparing suits against issuers, directors, officers
and other gatekeepers in response to a new wave of securities fraud
incidents in 2004 that implicated the senior management and the external
auditors of Procomp, Summit Computer and Infodisc. Informal accounts
indicate that more than four thousand claimants may be mobilised by the
Centre to join in a class action.

11. Conclusions

Corporate governance matters in Asia. However, as shown by Chinese

Taipei’s experience with securities class actions, procedural rules matter as
much if not more than substantive rules. Another lesson of the Chinese
Taipei story is that the state matters, too. Unlike US-style class actions, in
Chinese Taipei group litigation is possible because of the government’s
organising efforts and the coercive power of the criminal investigation

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 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI – 33

system, which then provides the impetus for piggyback civil actions brought
by the Institute and direct class actions brought by the Centre. Arguably,
litigation (or threats thereof) by disgruntled investors and angry prosecutors
is inferior to other means of improving corporate governance. But, it could
very well remain an important building block of Asian corporate governance
systems.

Notes

1. One important feature of Asian public corporations (with the exception of

Japan) is that they are often family owned despite public listing. As a result,
expropriation cost rather than agency cost is the more important issue for
corporate governance in Asia.
2. West, Mark D. (1994), “The Pricing of Shareholder Derivative Actions in
Japan and the United States”, Northwestern University Law Review, vol.88,
no. 4, p. 1436; Kim, Joogi (2000), “Recent Amendments to the Korean
Commercial Code and Their Effects on International Competition”,
University of Pennsylvania Journal of International Economic Law, vol. 21,
no. 2, pp. 273, Summer 2000.
3. China’s Company Law of 1994 is very similar to Chinese Taipei’s Company
Law. Although China’s Securities Law of 1999 emulates US securities laws,
it still shows remarkable similarity to Chinese Taipei’s Securities and
Exchange Law in areas such as the definition of securities encompassed by
the legislation.
4. See “Getting Their Skates On,” the Economist, pp. 86, 89, 3 June 2000. Neoh
was interviewed and suggested, according to this article, that “regulators have
proposed copying another Taiwanese idea, a shareholders’ institute that buys
a share in every listed company. That gives the government the power to
challenge abuses to shareholders’ rights.” See also, Neoh, Anthony (1999),
“Helping China’s Private Sector”, Far Eastern Economic Review, p. 49,
16 December 1999, and “The Ethical and Cultural Dimensions of Corporate
Governance”, Corporate Governance International, vol. 2, issue 2, pp. 141,
144, June 1999.
5. La Porta, Rafael, Florencio Lopez-de-Silaneses, Robert W. Vishny and
Andrei Schleifer (1996), “Law and Finance”, National Bureau of Economic
Research Working Paper no. 5661, July 1996.

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34 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

6. The most recent example is the SEL amendment in mid-2000, which permits
warrants, options and corporate buybacks, and strengthens the control of
related party transactions.
7. To address this problem, the Company Law actually was amended in the
1970s to force a choice. That is, once a corporate or government shareholder
appoints a representative as a director, it may not designate any representative
as a supervisor. A year later, however, this provision was repealed under
industry pressure.
8. Company Law, article 214.
9. Since 2004, Chinese Taipei has introduced the adversarial system and cross
examinations in criminal cases.
10. Since World War II, this admission rate has averaged just slightly over 1%
annually. It increased to about 5% in the last ten years. The bar admission
rates in Japan and Korea are similarly low. As a result, many law graduates
in Chinese Taipei virtually work as permanent associates with law firms.
They avoid litigation so as not to be challenged in court.
11. The lack of a corporate bar poses similar problems. In addition, the late
development of financial and property markets (including suppression of
foreign investment, which otherwise would have introduced some necessary
know-how), until recently also inhibited the development of valuation
expertise.
12. Chinese Taipei’s Code of Criminal Procedure follows the German rule of
allowing private prosecution by the victim of a crime. However, in such a
case, the victim would not enjoy the investigative power of prosecutors.
13. Code of Criminal Procedure, article 487. Like the private prosecution rule
mentioned above, this “piggyback rule” was inspired by comparable rules in
Germany.
14. Latin for “in [order to] frighten”. In terrorem is a legal term used to
describe a warning, usually given in hope of compelling someone to act
without resorting to a lawsuit or criminal prosecution.
15. Code of Criminal Procedure, article 504(1). An en banc deliberation must
precede this ruling to refer the civil action to the civil tribunal.
16. Id., article 504(2).
17. See Commercial Times, 8 May 1999, “SFC to Pay for Cost in Claims by
Small Investors”, Taipei.
18. SEL, article 157. Insiders are 10% shareholders, directors, supervisors and
managers.
19. For example, based on information provided by the MOF in a parliamentary
hearing in mid-2000, in 1997 the Institute launched 420 disgorgement cases.
In 1998, it launched 353, and in 1999 it launched 416 such cases. The same

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 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI – 35

hearing also showed that the SFC referred a total of 187 manipulation cases
and 61 insider trading cases to the prosecutors for the period from 1994 to
April 2000. See Chinese Taipei’s Legislative Yuan Gazette, vol. 89, no. 37,
pp. 89-90, 2000.
20. Most of such information was gathered from news reports, court judgments
and the Institute’s information statements as of 20 July 2000.
21. Capture (often “regulatory capture”) is a phenomenon whereby the
oversight body (often a government regulatory agency) becomes
dominated by the interests of the industry that it oversees.
22. See Economic Daily News, 21 August 2000, p. 13, Taipei.
23. Tong Lung has reduced its capital by more than USD 90 million so as to
realise the losses and concurrently increased its capital by more than
USD 40 million. The reason for doing a concurrent capital reduction and
increase, which is common in Chinese Taipei, is because of the Company
Law’s infatuation with par value; shares may not be issued below par value.
Thus, for a loss making company this complicated recapitalisation procedure
has to be followed.
24. SEL, articles 20 (securities fraud), 32 (false disclosures), 155 (market
manipulation), 157-1 (insider trading); Company Law, article 23 (duties of
directors and managers and officers); Civil Code, article 184 (general tort).
25. The author was a member of the task force and advocated this approach.
26. CPL, article 52 (deemed ceiling of TWD 600 000 for consumer group
litigation, meaning the court fees will be capped at 1% thereof or TWD 6 000,
which is about USD 20, for a group litigation of 20 or more claimants), article
53 (mandatory waiver of court fees for application for injunction by consumer
protection ombudsmen) and article 54 (claimants need to opt in to become a
group litigation plaintiff). These CPL provisions have become more
important as a public interest litigation tool. For example, after a major
industrial waste dumping incident in mid-2000 contaminated the water source
in the metropolitan Kaohsiung area, Mayor Frank Hsieh threatened to seek
redress under the representative litigation rules of the CPL for millions of
residents. Also, with the help of the Taipei City Government, owners and
residents of an improperly constructed apartment building in Taipei that
tumbled in the September 21, 1999 earthquake recently reached a settlement
with the construction companies after threatening similar group litigation
under the CPL. As in the securities cases mentioned above, some form of
government actions preceded or supplemented the group litigation claims.
27. Protection Law, article 5.
28. Id., article 18
29. Id., articles 20, 21.
30. Id., articles 22, 25.

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36 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

31 Id., article 25.

32. Id., article 25. Despite the apparent equality of this provision in its treatment
of the parties, only investors can enjoy this flexibility.
33. Id., article 26.
34. Id., article 28. However, the 20-claimant requirement applies only at the
beginning of the litigation or arbitration. If some claimants withdraw later
and the total number of plaintiff is reduced below 20, the case may still
proceed with respect to the remaining claimants. Id., article 29.
35. Id., article 33.
36. Id., articles 34, 36.
37. Id., article 25. This would essentially cap the court fees for, say, district court
proceedings, to TWD 1 million (about USD 33 000), even for exponentially
high claims.
38. For a somewhat different theory, see Milhaupt, Curtis (2003), “Nonprofit
Organisations as Investor Protection: Economic Theory and Evidence from
East Asia”, Columbia Law and Economics Working Paper no. 218.

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37 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

Appendix

List of securities class action and criminal prosecution cases in Chinese Taipei
Date of activity in question

Type of activity Defendants Status

Centre filed civil suit

Number of plaintiffs
Type of suit

Date on which the

Civil

Defendants of criminal
Directors / supervisors
Misrepresentations in
Company name

Compensations
Status of criminal case
financial statements

Misrepresentations
Price manipulation

demanded (in
TWD 1 000)
case
Insider trading

Accountants
prospectus

Court
1 2 3
No.

criminal case
Independent

attached to
case

Civil case
civil suit
Latest
Court

Not guilty

Not guilty
Confirm
Reverse
development

Guilty

Guilty
date
of case

December 2,
2003. High
Court
Cheng I reversed Taipei
1 Food Co. 1995 1 1 1 1 71 018 389 1 1998.10 1 1 1 district court Jan-98 District
Ltd. ruling. Case Court
appealed to
Supreme
Court.

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38 – 1. THE MERITS OF SHAREHOLDER COLLECTIVE ACTIONS IN CHINESE TAIPEI

Date of activity in question

Type of activity Defendants Status

Centre filed civil suit

Number of plaintiffs
Type of suit

Date on which the

Civil

Defendants of criminal
Directors / supervisors
Misrepresentations in
Company name

Compensations
Status of criminal case

financial statements

Misrepresentations
Price manipulation

demanded (in
TWD 1 000)
case

Insider trading

Accountants
prospectus

Court
1 2 3
No.

criminal case
Independent

attached to
case

Civil case
civil suit
Latest
Court

Not guilty

Not guilty
Confirm
Reverse
development

Guilty

Guilty
date
of case

June 5, 2003.
High Court
reversed
Chinese Taipei
district court
2 Automobile 1998 1 1 1 1 1 14 983 33 1 1999.08 1 1 1 Mar-00 District
ruling. Case
Co. Ltd. Court
appealed to
Supreme
Court.
October 7,
2002.
Ruling by
Kuo Yang Taipei
High Court.
3 Construction 1998 1 1 1 1 1 924 074 1 154 1 1999.11 1 1 Sep-00 District
Case
Co. Ltd. Court
appealed to
Supreme
Court.
July 31,
2003.
Tong Lung
High Court Taipei
Metal 1997
4 1 1 1 1 1 1 369 630 827 1 1999.11 1 1 1 reversed Jul-03 District
Industry Co. -1998
district court Court
Ltd.
ruling. Case
appealed to
ENFORCEMENT OF CORPORATE GOVERNANCE IN ASIA: THE UNFINISHED AGENDA – ISBN- 978-92-64-03550-8 – © OECD 2007
Exploring the Variety of Random
Documents with Different Content
sir'ingks), n. [NL., < Gr. SdKpv, tear, -I- avpiy^, pipe, syringe.] 1. A
syringe for injecting fluids into the lacrymal duet. — 2. A lacrymal
fistula. dactyl, n. 6. [Gr. Sdia-vXoi 'ISaloi, 'fingers of Ida,' in Crete.]
In Gr. antiq., a mythological creature supposed to have the secrets of
fire and of iron-working. The dactyls were associated with the
worship of Khea and Cybele. The basis is found in some saered
stones (bsetyl-stones) found in Crete, and associated with the
worship of Cybele. These btetyl-stones were called in Crete, Dactyls.
Jane E. Harrison, in Jour. Hellenic Studies, XIX. 238. Dactylagnus
(dak-ti-lag'nus), n. [NL., < Gr. SaKTv'Aog, finger, + dyvof, name of a
fish.] A genus of small fishes of the family Dactyloscopidse,
inhabiting coral sand in the tropics. Dactylanthias (dak-til-an'thi-as),
n. [NL., < Gr. rfd/crwXof, finger, + avdiac, name of a fish.] A genus
of serranoid fishes found in the sea of Amboyna. dactyla,te (dak'ti-
lat), a. [Gr. 6dicrvh)g, a finger, + -ate^.] In anat., having finger-like
processes ; digitate ; fingered. A dactylate joint is one formed by the
articulation of various long and rather slender processes. Dactylifera
(dak-ti-lif'e-ra), V. pi. [NL., < Gr. d&KTv/Mc, fi.nger, + L. ferre, bear.]
An order of Platyhelmia, of the class Temnocephaloidea. They have
the body produced into flnger-shaped tentacular processes along the
anterior margin, sometimes also along the lateral margins ; the
mouth situated anteriorly ; the pharynx leading into a wide, nearly
rectangular intestine which has no diverticula. It includes the families
Temnocephalidse and Actinodactyleltidie. Dactylioida (dak"til-i-oi'da),
n. pi. [NL., < Gr. daxTvhxig, a finger-ring (< ddicTv'Ao;, a finger :
see dactyl), + eldog, form.] A group of the fossil ammonoid
cephalopods oi ammonites constituting a section of the suborder
Pachycampyli. it includes umbilicated foi-ms hs i^ing the venter
broader than the dorsum and omamenteu with nodes and ridges
without continuous median division. dactylognathite (dak-ti-log'na-
thit), n. [Gr. SdKTvXog, finger, + yvdflof, jaw, + -ite^.] In
crustaceans, the terminal segment of a complete foot-ja«v.
Dactyloiditos (dak"ti-16-i-di'tez), n. [NL., < Gr. MktvIoc, finger, +
elSoc, form (see dactyloid) + -trm, E. -Jte2.] A genus of organisms,
found in the Cambrian slates, having a stellate form with rays
thickened distally. These bodies are regarded by some writers as
stellate f ucoids, but by others are considered as oasts of the
Internal cavities of Mediisee or jellyfishes. dactylolysis (dak-ti-lol'i-
sis), n. [NL., < Gr. 339 Dactylopiiis citri: female. (Comstock, U. S. D.
A.) Five times natural size. 6dKTvh)(, finger, + Avaif, dissolution.] In
pathol., loss, by disease, of fingers and toes. See ainhum.
dactylomegaly (dak"ti-lo-meg'a-li), n. [Gr. ddKTvTiog, finger or toe,
+ iieyaUa, largeness, < lityaQ, great, large.] A condition in which the
fingers or toes are abnormally large. Dactylopius (dak-ti-16'pi-us), K.
pi. [NL., < Gr. SaKTuKoQ, finger, -f- utIi, eye, face.] An important
genus of scale-insects ineluding all of the so-called mealy bugs so
abundant in greenhouses. Recent writers place most of the old
species of Dactylopius in the genus Pseudococcus. dactylorhiza, n. 2.
The phenomenon of rootforking. dactyloscopy (dak-ti-los'ko-pi), n.
[Gr. doK-rv^of, finger, H- -amvia, < cnoizelv, view.] The identification
of individuals by means of examination of the lines on the tips of the
fingers : a method employed for the identification of criminals,
records of impressions of fingertips being kept for this purpose.
dactylostemal (dak'ti-lo-ster'nal), a. [Gr. ddfCTti^of, finger, -I-
arepvov, breast-ljone, + -aO-,] Having the lateral margins of the
plastron dactylate, or provided with finger-like processes, which abut
on the carapace and are often received in little depressions: said of
some turtles. Amer. Jour. Sci., Feb., 1904, p. 129. dactylozodid
(dak'ti-lo-zo'oid), n. [Gr. rfd/triiioq, finger, -I- E. eooid'.] One of the
members of a colony of Hydrozoa whose function is to capture food
for the gastrozoSids, or nutritive members of the colony. dadangsi
(da'daujg-se), n. [Chamorro dadangsi, sticker, < dangsi, adhere.] On
the island of Guam, the name applied to burweeds, especially to the
dogsfoot-weed, Urena sinuata, a half-shrubby plant belonging to the
mallow family, with deeply lobed palmate leaves having a nectar-
gland on the lower surface of the midrib, and small rose-purple
flowers ; and to species of Triumfetia, belonging to the linden family,
with cordate or 3-lobed leaves and cymes of small yellow flowers.
dadap (da'dap), TO. [Jav. dadap, Malay, dadap, also dedap.] Any one
of several species of leguminous trees belonging to the genus
Erythrina; especially E. Uthosperma and E. Sypaphorus, natives of-
the East Indies. The dadaps are cultivated in the tropics, especially
in Java and Ceylou, for shade in coif ee-plantations and for the
green manure afforded by their leaves. dado-head (da'do-hed), n.
See *dado-machine. dado-machine (da'do-ma-shen"), n. In
woodworking, a modification "of a gaining-machine employing a
special type of cutter-head, called a dado-head or groover-head, for
forming square, ornamental balustrades, etc. dsedala (ded'a-la),
n.pl. [Gr. daida?ui, pi. of Sai6a}iOV, a statue, neut. of 6aiSaXo(,
wrought by art: see dedal] In Gr. antiq.: (a) Crude archaic wooden
figures. (6) A Boeotian festival described by Pausanias. The greater
dsedala occurred every sixtieth year; the lesser dsedala every
seventh. The characteristic features of both were certain little
wooden figures which were distributed by lot among the cities of
Boeotia. Dseodon (de'6-don), n. [NL., irreg. < Gr. daieiv, divide, +
odoiic, tooth.] A genus of extinct ungulate mammals of the family
litanotheriidas.
 daer-stock daer-Stock (dil'6r-stok), «. [Mir. doer, Olr. doir,
doer, base, servile, Ir. door, captive, enslaved, guilty, = Gael, daor,
enslaved (< do-, not, = Gr. Act-, ill (see dys-), + fear, man), + E.
stock.} In Ir. anUq., cattle or other stock granted by a chief to a
tenant for his nse, ownership still remaining with the chief.
Sometimes used attributively: as, daer-stock tenancy. The Daer-
stock tenant, distingnished by the limited amount of stock which lie
received from the Chief, remained a freeman, and retained his tribal
i-ights in their integrity. . . . The 2?aer-«tocfr tenant [through
accepting a large gi'ant of stock from the Chief] had unquestionably
paited with some portion of his freedom, and his duties are
invariably referred to as very onerous. Maine^ Early Hist of
Institutions, p. 159. daffy (daf'i), a. [daff'^ (still in dialectal use) + -
y 1.] 1. Like a silly person ; silly ; imbecile ; 'soft.' [Prov. Eng. and U.
S.]— 2. Dry; insipid. [Prov. Eng.] Eng. Dial. Diet. D. A. Ot. An
abbreviation of Deputy AdjutantGeneral. dag^, n. 4. A short tapering
or pointed piece of metal like the point of a dagger, used to interlock
timbers with each other, or to form the stabbing or piercing teeth on
rolls for breaking coal. — 5. The first antler of a buck, which is
slender, almost straight, and without branches, thus resembling a
dagger or dag. dagesh, n. See daghesh. dagga (dag'a), n. [South
African name, also rendered dakka, tfeicte.] In South Africa,
Cannabis Indica, the Indian hemp, which is used by the natives as a
narcotic. It is collected, dried, and smoked by the lower classes of
Hottentots, who are rendered stupid and incapable of connected
work while under the influence of it. See hashish, deiamba, and
CannoMs. dagger, n — ^American dairger,anoctuid moth, .drnteZa
anwricaTia, common in the Atlantic United States, where its larvae
feed on the foliag^e of maple, elm, and other forest and shade
trees. — Ocher dagger, an American noctuid moth, A%iatela morula,
whose larvae feed on the leaves of elm and basswood.— Witch-Iiazel
dagger, an American noctuid moth, Apatela hamamelis, whose lai'vse
feed on tlie leaves of the witch-hazel, oak, and other forest trees.
dagger-head (dag'6r-hed), n. A timber placed diagonally in the
launching-ways of a ship and securing certain timber shores placed
between the bottom of the vessel and the bilge ways. dagger-moth
(dag'6r-m6th), n — Gra7 daggermoth, an American noctuid moth,
Apatela interrupta, whose lai-vae feed on the foliage of the apple,
pear, cherry, and plum. dagmai (dag'mi), n. [Bisaya dflSfl'WJai,
dagmay.] In the Philippines, a name for Galadium Colocasia, also
called ^afti. See toroi and Colocasia. dagO^ (da'go), n. [Chamorro
dago, a yam.] In the island of Guam, the square-stemmed yam,
Diosoorea alata, and other species of Dioscorea resembling it.
Daguerreotype etching, in photog., a process for biting
daguerreotypes by immersing the plate in dilute hydrochloric acid
opposite a platinum plate, and passing a current from a couple of
Grove's cells for a few seconds. Oxychlorid of silver is formed, which,
when removed, leaves the plate sufficiently etched to be printed
from. Devised by Sir W. R. Grove. dahlia, "■ — Sahlla wartlet, Txlia
crasncomis, one of the commonest British sea-anemones. dahllite
(dal'it), re. [Named after the brothers Tellef and Johann Dahll,
Norwegians.] A mineial containing the phosphate and carbonate of
calcium and occurring in yellowishwhite fibrous crusts. It probably
results from the alteration of apatite. Found at Bamle, Norway.
Dahoman (da-ho'man), a. and n. Same as *Dahomeyan. Dahomeyan
(da-ho'mi-an), a. and n. I. a. Of or pertaining to Dahomey. II. n. A
native of Dahomey. dahu (da'ho), n. A large forest tree, Artocarpus
Lakoocha, of India and Ceylon, belonging to the breadfruit family, it
has simple leaves, glabrous and shiny above and softly downy
beneath. The round, velvety, yellow, acid fruit is edible when ripe ;
the spadix of the male Bowel's is pickled, and is used in curry ; the
seeds ai'e eaten ; the roots yield a yellow dye, the bark a fiber
suitable for cordage ; and from the viscous latex a cement is
prepared. In Bengal called dephal (which see). Daikoku (di-ko'kS), n.
[More fully Daikokuten : Sinieo-Jap. dai, great, + fcofa, black, + ten,
deva, god; corresponding to Chin, fat, treat, + lieh (or Jw), black, +
t'ien, heaven, eva ] One of the seven gods of happiness of the
Japanese; the god of wealth, whose image is found in every
household. He is represented as a shoit, stout person, weanng a cap
with the visor well drawn down; standing or sitting on tags of rice;
carrying a mallet, the emblem of labor, in 340 the right hand ; and
over the left shoulder a large sack (wealth), the mouth of which is
grasped firmly with the left hand, thus controlling its expenditui-e.
daikon (di'kon*), «. [Jap. dai-kon, < Chin, tai, great, + kun, root.] A
large variety of radish, Baphanus saUvus, one of the most important
root-crops cultivated in Japan. It is eaten raw or boiled, and when
pickled forms the chief relish of the people. daimiate (di'mi-at), n.
[daimi{o) + -ofeS.] The position, territory, or juris(Uction of a
daimio. daimioate, n. Same as *daimiate. Daimonel^ (di-mon'e-liks),
n. [NL., irreg. < Gr. iat/jmi, demon, + lllff, spiral: see helix.'] An
erect, spiral, gigantic fossil found in great Dnimonefix in position.
Arilcaree formation. Sioux County, Nebraska. Average height six to
seven feet. numbers in the Arikaree sands (Loup Fork Tertiary) of
northwestern Nebraska, chiefly in Sioux county, and also in eastern
Wyoming and southern South Dakota. These anomalous fossils,
thought by some to represent the buiTows of tertiary rodents,
consist throughout of intertwining plant fibers of roots of varying
size, which, in section, invariably yield perfectly preserved plant-
tissue, a fact which led the discoverer to assign them to the
vegetable kingdom. Though of diverse form and varying size, two
principal kinds are conspicuous, the one with, the other without, an
Photomicrograph of a thin section of Daimanelix, showing plant
structute. axis. DaimoTielix, though known for years to the cowboys
and ranchmen as the demVs corkscrew, was fliBt definitely described
by Erwin H. Barbom-, State geologist of Nebraska, in 1891.
Collections of specimens are now to be found in the lai-ge museums
of the United States, notably that of the University of Nebraska, the
Field Columbian Museum, the Cai-negie Museum, and the United
States National Museum. daimonion (di-mo'ni-on), n. [Gr. dain&viov,
prop. neut. of dai/idviog, adj., < daluuv, demon.] Same as demon, 1
: usually with reference to the demon of Socrates. dainanago ((K-na-
na'go), n. [Jap. Tainan, a port of southern Formosa, + anago, eel.']
A name of the conger-eel of Formosa, Leptocephalus erebennus.
dainty, a. — Dainty SOlplmr, an American pierid butterfly,
Nathalisiole, ot very sm^ size and yellow color bordered and banded
with black. Its larvae feed on the marigold. It inhabits the
southwestern United States and Mexico. daira (di'rS), n. [Ar. ddira,
circle, household, dallastype private estate, <.ddr go="" about.=""
the="" private="" estates="" of="" khedive="" egypt.="" dairy=""
scales.="" see="" dairy-farmer="" n.="" a="" farmer="" who=""
operates="" dairy-farm.="" dairy-="" farming="" that="" branch=""
agriculture="" which="" is="" specially="" devoted="" to=""
production="" milk="" and="" manufacture="" butter="" cheese=""
other="" products.="" dais="">•— Chamber of dais. See *chamier.
daisy, n. 4. A kind of sea-anemone. Actinia bellis. [England.]— Big
daisy, the oxeye daisy.— Blue daisy, (o) The chicoi'y.— Blue sprlng-
dalgy, the robin's-plantain, Erigeron pidchellus, from its early
flowering and the color of the rays. See plantainl. — Bull's-eye,
butter-daisy (b). Names for the oxeye daisy. — Chlldmg daisy, dlcl^-
dalsy, the English daisy.— Dog-daisy. See Mo(7-aai«y.— EngUsb,
European, garden daisy. See daisy, i.— Horse-daisy. See •ifhorse-
daisy. — Red daisy, the orange hawkweed. See hawkweed. — Shasta
daisy, a perennial herb which bears very large white-rayed flowers
resembling the white field-daisy in general form : originated by
Luther Burbank, and apparently of hybrid origin. It is hardy in New
York.— MHllte daisy, tlie oxeye daisy, more commonly called
whiteweed.— Yellow daisy, yellow oxeye daisy, the common cone-
flower, RudbecHa hirta. daisy-fleabane (da^'zi-fle'ban), n. See
fleabane. Dajidae (daj'i-de), n. pi. [NL., < Dajus + -idee.} A family of
isopod crustaceans parasitic upon schizopods. Dajus is the typical
genus. Dajus (da' jus), n. [NL. {Kroyer, 1846, G. spelling for .Daiws),
< Gr. daiog, destructive.] The typical genus of the family DajidiB.
Dak, An abbreviation of Dakota. daka (da'ka), n. [Also dacca, prop,
dhaka: see def.] An East-Indian muslin of fine and delicate texture,
made on the native loom in the district of Dhaka, or Dacca, Bengal.
dak-boat, daivk-boat (dak'bot), n. [Hind. ddk, a post, + Eng. boat.] A
mail-boat. [Anglo-Indian . ] dakhuis (dak'hois), n. [D., < dak, roof,
thatch, + huis, house.] A house thatched with straw or reeds. [South
Africa.] Dakota formation. See *formation. Dakotian (da-ko'ti-an), a.
Same as Dakotan. L. H. Morgan, Ancient Society, p. 154. Daksha
(dak'sha), n. [Skt. Daksha, lit. activity, capacity, power, as adj. able,
active, dexterous: see dexter.] In Hindu myth., a son of Brahma, of
whom grotesque legends were told. dal2 (dal), re. [D., = E. dale^.]
A valley. [South Africa.] dalaga (da - la ' ga), n. [Tagalog dalaga =
Pampanga dalaga, prob. < Skt. ddraka, boy, son, in dual two boys,
or boy and girl. Cf. Malay dara, maidenhood, anak ddra, a young
woman, a maid, < Skt. ddrd, a -wife.] In Luzon, Philippine Islands, a
young unmarried woman ; a girl. Dalamian (da-lar'ni-an), a. [Sw.
Dalarne, 'the valleys,' otherwise Dalecnrlia, a former province of
Sweden: see dale^.] In geol., a series of Procambrian rocks in
Sweden. Dalatiidae (dal-a-ti'i-de), n.pt. [NL., < Dalatlv^ + -idle.] A
family of sharks typitied by the genus Dalatius, otherwise known as
Scymnus or Scymnorhinus. The typical species is D. licha of the Old
World. daler (da'ler), n. [Sw. : see dollar.] A copper coin, of fictitious
value, of Charles XII. of Sweden . dalesfolk (dalz'fok), n. pi. Dwellers
in a dale or valley ; dalesmen. Mary Hotvttt. daleth (da'leth), n.
[Heb. ddleth. prop, ddlet : see delta, D.] The fourth letter (T) of the
Hebrew alphabet, corresponding to the English D. Its numerical
value is IV. dali^ (da'le), «. [Hind, dull.] See dollijK Dalibarda (dal-i-
bar'da), n. [NL., (Linnseus, 1753), named in honor of Thomas
Francois Dalibard (1703-79), a French botanist.] A genus of plants of
the family Mosacess, closely related to Subv^, but distinguished by
the nearly dry drupelets inclosed at maturity by the connivent calyx
lobes. The only species, D. repens, a native of nottheastern North
America, is a low perennial unarmed herb, with slender root-stocks
bearing tufts of simple, cordate, crenate leaves, the scape-like
peduncles bearing 1 or 2 delicate white flowers. It has much the
habit of a strawberry. See -kdewdrop, 2. dallastype (dal 'as -tip), n.
[Dallas (D. C. Dallas, inventor di the method, 1875), + type.] A
process used in the early days of photo-engraving: now superseded
by more modem methods.
 Dalmanites Dalmanites (dal-ma-ni'tez), n. pi. [NL., <
Dalman, a proper name, + -ites, E. -ite'^.] A genus of trilobites of
the family Phacopidx, in which the test is distinctly divided into three
subequal areas both longitudinally and horizontally. The glabellum is
large, with prominent frontal lobe and three pairs of lateral lobes,
the compound eyes very conspicuous and sohizoohroal, thorax with
eleven grooved segments, pygidium large, with many segments and
usually a caudal spine. It is veiy characteristic of the Silmian and
Devonian formations. dalmatic, n. 2. The imperial mantle,
resembling the ecclesiastical dalmatic, worn by kings and emperors
at coronation and on other important occasions. The dalmatic worn
by Queen Victoria when she was crowned in Westminster Abbey,
June 28, 183S, was of cloth of gold. dalo (da ' 16), n. [Fijian dalo, <
Polynesian toro.] In Fiji, Caladium Colocasia, the roots and leaves of
which are among the principal food-staples of the natives. See taro.
Daltonist (da,rton-ist), n. Same as Daltonian. dam'^, n. 5. a" fire-
brick wall forming the front of the hearth or crucible of a blast-
furnace, through which the tap-hole is formed. — Bear-trap dam, a
species of movable dam used in tlie canalization of rivers for
purposes of navigation. It consists of two large plates or leaves,
each hinged above its lower edge, one pointing down-stream and
tlie other up-stream. The distance apart of the hinged ed^es is such
that when both are horizontal the leaf pointmg down-stream
overlaps the other leaf. When both are raised, the free edges of the
two leaves approach one another and form a tlat triangle nearly
isosceles. In this position the two leaves form the barrier to dam
back the water of the stream. When it is lying flat on the bottom of
the river the dam does not obstruct the stream. It is lowered during
high water and during those periods when the natum flow or depth
of the stream is adequate for pui-poses of navigation. When it is
desu'ed to increase the depth artificially, the dam is raised. This is
accomplished by admitting water through submerged culverts and
sluices into the space under the two leaves from a pool artificially,
created at a short distance upstream. The pressure of the water
underneath the leaves raises them somewhat, and with them the
level of the water above the dam. This still further Increases the
pressure of the water under the leaves, and under its influence the
leaves continue to rise to any desired height within the limits of
movement provided. The dam is lowered by closing the gates
connecting the space under the dam with the upper pool of the river,
and opening corresponding gates which connect the space under the
leaves with the river below the dam. The internal pressm'e being
thus diminished to a value less than the external pressme due to the
load of water on the outside of the dam, the leaves gradually fall.
The leaves move closely between abutments or piers at- their ends,
under which are the culverts and sluices for raising and lowering the
dam. This type of dam was first devised in 1818 by Josiali White, a
Philadelphia merchant, to meet the needs of coal navigation on the
Lehigh river, in Pennsylvania, and was soon adopted extensively on
loggingstreams in Pennsylvania and Canada. Since 1880 it has
received extensive study and its use has been much extended.—
Canvas dam, a sheet of canvas or stout cloth, usually attached at
the upper edge to a strip of wood, so arranged that it can be placed
in an irrigation-ditch for the pui'pose of forcing the water out of the
ditch upon the adjacent fields. See *ia^oo7i.— Drop-head dam, a
dam with a mechanical device which can be dropped to permit the
passage of water.— Flood dam. See -ksplashdam. — Gravity dam, a
dam of which the cross-section is of such dimensions that the
structure will resist the overturning action of water, that is, will stand
against destructive forces because of its weight, and not be
dependent upon bracing or arch-action against the sides. —
HydraullC-flll dam, a dam constructed of materials washed into place
by a process similai' to hydraulic mining.— Rolllllg dam, a dam for
raising the water in a shallow stream. It has no sluiceways, but a
smooth top of timber over which, under a sufficient head of water,
logs may slide or roll.— Self-loading dam. See*»-iii^terdam. — To
rip a dam, to remove the plank which closes a splash-dam. Dama, ^.
This, the generic name for the European fallow-deer, Dama dama, or
D. vvXgaris, was for a short time used for the American deer
generally placed in the genus Odocoiieus of Kafinesque, which has
precedence over Cariacits. damage, n. — contingent damages, those
given where the issues upon counts to which no demurrer has been
filed are tried, before demurrerto one or more counts in tlie same
declaration has been decided. Bouoier, Law Diet.— General
damages, in law, damages which necessarily result from the
commission of a wrong or breach of contract, and therefore need
not be specially pleaded in the complaint or declaration. —
Interventng damages, damages which arise after judgment or order
: suffered by an appellee by reason of delay caused by an appeal
from the judgment or order. damalic (da-mal'ik),' a. [Gr. Sd/iaXtg,
fem. (dd/iaXog, mV), a young cow, + -ic] Derived from the cow. —
Damalic acid, an organic substance found in the urine of the cow.
damaluric (dam-a-hi'rik), a. [Gr. id/m^tg, a young cow, + ovpov,
mine, + -ic] Derived from the urine of the cow — Damaluric acid, an
acid, C8H10O2, said to occui- in cows' urine. damascenine (da-
mas'en-in), n. [NL. damaseena (see def . -I-' -ine^.'i An alkaloid,
CipHis O3N, contained in the seed-coats of Nigem Damascena L. It
melts at 27° C, boils at 168° C, and gives blue fluorescent solutions.
damask, v. t. 3. To deface or destroy by 341 stamping or marking:
as, to damask seditious books. Damaskeen texture, in petrog., the
interlaced, variegated, appearance of some varieties of obsidian,
produced by differences in color of glass or of varieties of microlites.
dambosite (dam'bos-it), n. Same as dambonite. Damburneya (dam-
ber'ne'ya), n. [NL. (Eafinesque, 1838), named for t. A. Dambourney
(1722-95), a French botanist.] A genus of dicotyledonous trees of
the family Lauraceee. See Nectandra. dammar, T}.- Philippine
dammar, a resin obtained from Darmtiara PhUippiineinsig (Agathis
lorantkifolia of Blanco, not of Salisbury), a large coniferous tree
growing in the mountain districts of Luzon, Camarines, and several
other of the Philippine Islands.— Bock dammar, the commercial
name for the resin obtained in Burma from Neiaandra adorata.
dammaran (dam'a-ran), n. [dammar + -an.'] A neutral resin,
"Cj^oHggOe, one of the constituents of Australian dammar-resin.
dammarol (dam'a-rol), n. [dammar + -ol.'] A volatile oil obtained by
the distillation of Australian dammar-resin.' dammarone (dam'a-ron),
n. [dammar + -one.] A volatile oil obtained by the distillation of
Australian dammar-resin with lime. dammar-pine (dam'ar-pin"), n. A
tree, Dam■mara alba. See Dammara. dammaryl (dam'a-ril), n.
[dammar + -yl.] A tasteless, odorless powder, C45H72, obtained
from dammar-resin. It softens at 145° C. and melts at 190° C.
damnation, n — Legacy by damnation. See •klegacy. damnous
(dam'nus), a. [L. damnosus, < damnum, hurt.] In law, of or
pertaining to damage ; causing loss or damage. damnumfatale
(dam'num fa-ta'le). [NL.] In civil law, damages caused by reason of
chance, that is, by the happening of an event which could not be
foreseen or guarded against by the highest degree of prudence or
care. damp, n. 6. The popular name of a disease which attacks
young seedlings and succulent plants, causing them to rot off near
the surface of the ground. An excessively moist atmosphere is
particularly favorable for its development. Pythiwm De Baryanum, is
responsible for most of the "damp" in cucumbers, egg-plants, peas
and slmilarplantswhileaspecies of Bhizoctonia causes this disease in
cotton, and Alternaria tenuis produces the effect in tobacco. Also
called dam/jping off. damp, V — Damped vibration. s,ee*ira)ration.
dampener, n. 2. In laundry-work, a machine for dampening collars,
cuffs, and other garments previous to ironing. One type employs
metal and rubber rolls for spreading a film of water over the collars
or other pieces as they pass between the rolls. dampening-press
(damp'n-ing-pres"), n. A machine for pressing laundered garments
that have already been sprinkled with water or otherwise dampened
; a combined sprinklingmachine and press. damper, n. 1. (c) in elect.
; (1) An attachment which makes a measuring-instrument aperiodic
or dead-beat ; that is, so that it assumes its final position without
oscillation. It usually consists of vanes moving in a closed airspace or
inaliquid, or of conductors moving in amagnetic field. (2) The
appliance in a synchronous machine or motor used to prevent
surging. See -kamAtrtisseur. damper-action (dam'per-ak"shon), n. In
pianoforte-making, a collective term for all the parts which compose
and control the daihpers. damper-flange (dam'per-flanj), n. In
pianoforte-making, the wooden piece, fastened to the action-rail, to
which the damper-lever is pivoted. See cut waA^v pianoforte.
damper-head (dam'per-hed), n. Inpianofortemaking, the padded
head or cross-piece of a damper which is designed to check the
vibrations of the strings when the key is released. See cut MndLev
pianoforte. damper-lever (dam'per-lev'fir), n. In pianof or te-making,
the wooden piece that connects the damper-lifter with the damper-
head. See cut Tindei pianoforte. damper-lifter (dam'pfer-lif'tfer), n.
In pianoforte-making, the connective piece between the whip and
the damper-lever; also called spoon, from its shape. See cut Tindei
pianoforte. damper-spring (dam'p6r-spring), n. Jnpianoforte-making,
the spring which presses the damper-head against the string when
the key is reIfeased. See cut under ^«o»o/orte. damper-wire
(dam'per-wir), n. In pianofortemaking, the wire that carries the
damper-lever. See cut xmAev pianoforte. damping, n. 2. (6) The
stopping of the tendency to surge or hunt, in synchronous machines,
as alternating-current generators or synchronous motors or
converters, by means of dance-house closed low-resistance copper
turns inserted in the pole-faces of the magnetic field. See
*amortisseur.— 3. Premature decay in plants, especially young
seedlings, attributed to excessive moisture. See *damp, 6. damping-
coil (dam'ping-koil), n. In elect., a coil of wire used to check the
vibrations of the needle or moving parts of a galvanometer or
dynamometer by means of the Foucault currents induced in the coil.
damping-machine (dam'pin^-ma-shen'O.n. 1. A machine used for
dampening "or moistening certain classes of wool fabrics, to render
the fibers of the nap more flexible and susceptible of the quality of
finish desired. Another fonn of damping-machine is sometimes used
for cotton cloth, to improve its feel and appearance. 2. A mechanism
used by printers for the quick dampening of paper to make it pliable
under impression. damping-off (dam'ping-df), n. The decay of young
plants, particularly of seedlings and cuttings, at the surface of the
ground. See *damp, n., 6. damp-proof (damp ' prof), a. Proof
against damp: 'as, a damp-proof aourse of masonry. damsel-bug
(dam'zel-bug), n. Any heteropterous insect of the family Nabidse, a
group of small predatory bugs often included in the family
Beduviidse Black damsel-bug, a heteropterous insect, Coriscus
subcoleoptratua, of the family iVabidee, common in the northern
United States. It is black in color and has yellowish legs, and usually
rudimentary win^s.— Blonde damsel-bng, a heteropterous msec^
Corucws ferus, of the family NaMdee, a third of an inch long, and
light yellow in color, dotted with brown. It is found in both Eui'ope
and North America, hiding in flowers to capture the small insects
which frequent them. damsel-fish (dam 'zel- fish), n. A name in
tropical regions of various species of the family Fomacentridse,
especially of those which have brilliant colors. dan^ (dan), n. [Prob.,
like dan^, a rustic reduction of dandy'^, applied to various
mechanical appliances.] Naut.,a, small buoy having a pole on which
is displayed by day a flag and by night a lantern. It is used to
hidicate both tlie position of deep-sea fish-lines and a center around
which a steam trawler is worked. Dan. An abbreviation of Danish. n,„
Dansea (da-ne'a), n. [NL. (J. E. ginith, 1793), named in honor of
Giovanni Pietro Maria Dana, professor of botany in Turin.] A genus of
marattiaceous ferns which comprises about 20 species of similar
appearance, restricted to the humid forests of the West Indies and
tropical America. The sterile fronds are from 1 to 3 feet high and
mostly once pinnate, the pinnte opposite and articulate to the rachis,
the veins mostly forked and parallel. The fertile fronds are of similar
sliape, but somewhat reduced, and the numerous sessile sporangia
are borne along the free veins and fused into more or less sunken
linear synangia which open eventually by apical pores. Most species
have the stipes once or several times nodose. One of the best
known is D. alata. danaidin (da - na ' i - din), n. [danoAn -^ 4d, + -
in^.] A resinous compound, C22H2oOe, obtained by the hydrolysis
of danain. danain (dan'a-in), n. [NL. Danais (see def.) + -in^.] A
glucoside, C14H14O5, contained in the root of Danais fragrans.
danaine (dan'a-in), a. and n. I. a. Of or belonging to the "subfamily
Danainse. II. n. A member of the subfamily Danainse. danaro (da-
na'ro), n.; pi. danari (-§). [It., < L. denarius : Bee denarius,
denier^.] An Italian coin, the denier. dance, v. II, trans. 4. In the
West Indies, especially Trinidad, to clean and polish (cacao) by
treading it with the naked feet. The friction caused by the treading
removes the mildew from the outside of the beans and at the same
time polishes them. dance, n. — Green-com dance, a ceremonial
connected with the ripening of Indian com. — Pyrrhic dance..
Seepyrrhici, n. 1.— St. Guy's dance, St. John's dance, chorea. dance-
fljr (dans'fli), re. Any fly of the dipterous family Empididse, or
Mmpidse: so named from the dance-like mode of flight. dance-hall
(dans'hal), n. A hall, usually in connection with, or as an annex to, a
saloon, where dancing is carried on. [Chiefly U. S.] dance-house
(dans'hous), w. 1. A dance-hall. — 2. A house in which ceremonial
dances, or
 dance-house religious eeremoiiials connected with dances,
are performed. dancer, «._ 4. Same as dandy-roller. dance-society
(dans's6-si*e-ti), n. Tnanthrop., a society which has tte duty or the
privilege of performing a certain religious ceremonial the chief outer
expression of which is a dance. On superficial examination various
tribes appear to be organized according to identical principles, but
fuller knowledge generally reveals ditferences among the similarities.
From this it was concluded that such terms as gens, band, age-
tratemity and dance-society have no stable or exact meaning and
hence little descriptive value, detailed information being the great
desideratum. Seience, May 31, 1901, p. 8B4. dancette, n. 3. In silver
and metal work, decoration relieved by the addition of twisted wire.
dancing-mania (dan'sing-ma"ni-S.), n. A form of saltatory chorea
associated with religious ecstasy, occurring in wide-spread epidemics
in the middle ages. dancing-rattle (dan'sing-rafl), n. A rattle used to
accompany dances, particularly dances that form part of religious
ceremonials. HaU eel (trans.). Hist, of Mankind, 11. 274. dancing-
stilts (dan'sing-stUts), n. Stilts used in dances. Such stilts were used
by the natives of the Marquesas Islands, and are also common in
China. dandle dinmont (dan'di din'mont), n. A small, long-bodied,
short-legged, coarse-haired breed of terriers popular in Scotland,
named after Andi-ew (Dandle) Dinmont, a character in Scott's novel
"Guy Mannering," who possessed such a dog. dandruf, dandrif, n.
Simplified spellings of dandruff, dandriff. dandy^, n. 5. (a) A roller
placed on a machine in advance of another, to perform a preliminary
operation, {b) See dandy-roller. — 6. An openwork basket or vessel,
used either to carry fuel, or to confine fuel in a larger grate, or to
hold pig-iron in a furnace-hearth for preliminary heating. dandy-cart
(dan'di-ka,rt)j n. A kind of springcart, used by milkmen, etc. N. E. D.
dandyfunb (dan'di-fungk), n. Naut., a kind of pudding formerly well
known among seafaring men. Pantiles, on occasion the only article
of food, are what the self-satisfied landlubber would coll biscuits.
Tliey are served with a liberal hand, but the stock is protected by
their almost irrefragable character. Out of pantiles a delectable dish
is to be made by vigorous pounding in a bag, followed by the
admixture of some handy liquid, preferably old pea soup, with the
addition of a little fat pork. When this creation is browned in the
oven it becomes " dog's body. " Should there be molasses to add,
the result is "dandy-funk. " C. Protheroe, Life in the Mercantile
Marine. dandy-jack (dan'di-jak), V. i. To play the jackadandy (which
see). dandy-loom (dan'di-lom), n. Originally a hand-loom with a
take-up mechanism for the woven cloth, invented by William
Bedcliffe, in England, in 1802. It was afterward adapted to operation
by power. danay-rig (dan'di-rig), n. The rig of a kind of yawl or sloop
known as a dandy. See dandy^. dandy-roll (dan'di-rol), n. Same as
dandyroller. Dane, n. — Great Dane, a breed of powerful,
straighthaired dogs, standing from 24 to 30 inches high at the
shoulders. The mnz^e is ratherpointed, the tail thin and wiry. The
Danes are usually plain mouse-color, but there are spotted and
brindled varieties. Danebrog, »■ 2. The Danish national flag — a
white cross on a red ground. Also Dannehrog. Danes' money. See
*money. Danger ball. See guilty *ball. danger-line (dan'jSr-Iin), n. A
line, real or imaginary, marking the boundary between apparent
safety and danger, as the fire-lines at a conflagration, or the line or
level on a river-bank above which the rising waters of a river in flood
may overflow, or burst the banks. Monthly WeatherBev., Jan., 1902,
p. 3. dangersome (dan'j6r-sum), a. [Sanger + -some.'] Dangerous.
[Prov.] dangle (dang'gl), n. One of the points, bobs, rings, or the
like, that dangle from an object. dangle-foot (dang'gl-fut), n. The
dropping of the anterior part of the foot in conseguenoe of paralysis
of the flexor muscles m the anterolateral part of the leg. dangle-
money (dang'gl-mun'i), ». An early Chinese bronze coinage, so
called from its resemblance to and former use as dangles of a
musical instrument. Also called bridge-money. 342 Danian (da'ni-an),
n. [L. Dania, Denmark, < Dani, Danes : see Dane.] In geol., the
uppermost division of the Cretaceous system in France and Belgium,
wanting in the English series. Damcali (dan-ka'lf), n. One of the
dialects of Abyssinia, sometimes grouped with Galla, Somali, and
other dialects in a 'Cushite' division of Hamitic languages. Dantean,
a. II. n. A student of Dante. Danthonia (dan-tho'ni-a), n. [NL. (De
Candolle, 1805), named in honor of Etienne Danthoine, a French
botanist. ] A genus of grasses. There are about 100 species,
belonging to the tropical and temperate regions of both
hemispheres. D. pemciUata, of Australia, widely distributed in that
country and known as wallaby-grass, is valued for spring pasturage.
D. Califomica is an important element in flie natural pasturage of the
Pacific coast of the United States. D. spicata, known like other
species as vrild oat-grass, is a characteristic plant of worn-out
pastures in the northeastern United States. Danubian com. See
*corn^. Dapedins fda-pe'di-us), n. [NL., < Gr. ddmiav, gi'ound,
pavement.] A genus of ganoid fishes of the ta,mily Dapedidse,
having flattened ovate bodies with elongate dorsal and anal fins and
an almost equally bilobed tail. It occurs in the Trias and Lias of
Europe and India. Daplinacese (daf-na'se-e), n. pi. [NL.-(St. Hilaire,
1805), < Daphne + -acese.] A family of dicotyledonous
archichlamydeous (choripetalous or apetalous) plants of the order
Daphnales, by some included in the order Myrtales, the mezereon
family, typified by the genus Daphne (which see). See also
Thymelxacese, by which name it was long known. Daphnales (daf-
na'lez), n.pl. [NL. (Lindley, 1833), < Daphne + -ales.] An order of
dicotyledonous archichlamydeous plants, including 6 families, of
which the Daphnaeese and Elseagnacese are the most important, in
Lindley's classification, of which it is the daphnal alliance, it included
the Proteacex and Lauracex, which are now referred to different
ordei-s. Daphnean (daf 'ne-an), a. Of or pertaining to the nymph
Daphne" T.Hardy. Daphneimoria (daf-ne-fo'ri-a), n. [Gr.
dcupuTiifiopia, < Sa6v^(popEiv, v., < 6a.- Black dash, an American
hesperiid butterfly, Lvmochores pontiac, blackish brown in color with
yellow on the basal half of the fore wines : found from Massa;
chusetts to Nebraska. — Long dash, an American hesperiid butterfly,
Thymelicus mystic, occurring in the northeastern United States and
feeding in the laTval state on. grass. dash^ (dash), n. [Also dashee;
W. African.] A present or gratuity; a cumshaw. N. E. D. dash-box
(dash'boks), ra. A dash-pot; a cylinder in which a partial vacuum is
created by more or less withdrawing a piston. On the return of the
piston by its weight or a spring, the air below is compressed and
released through controlled openings, causuig the valve to seat-with
less shock or with none. dashee (dash'e), n. [W. African.] Same as
*dash^, n. dash-foot (dash'fut), n. ; -ph dash-feet (fet). An iron,
fitted to receive and retain the dashframe, attached to the inner side
of the front panel or bar of a light carriage-body. dash-molding (dash
'moF ding), n. A light metallic molding placed upon the top edge of a
dash to protect the leather from being worn by the driving-reins.
dash-piston (dash 'pis' ton), m. The piston which slides in a dash-
pot. Sometimes, as in the caae of a dash-pot on a governor, the
piston does not fit closely in the pot, a passage being left for the oil
with which the pot is flUed. In the case of the dash-pots for closing
the admission-valves of a Corliss engine, the piston flits tightly, and a
vacuum is formed when it is drawn up, and compression occurs on
the descent. dash-plate (dash'plat), n. A plate sometimes fixed in a
marine boiler, over the fire-box, to prevent the crown-sheet from
being left bare when the ship heels or rolls heavily, such a plate
holds the water from running to leeward as the ship rolls, and hence
the crown-sheet does not get overheated. Also called division plate.
dash-rail (dash'ral), n. A rail placed outside of the covered rails of
the dash of a carriage. Dasistoma (da-sis'to-ma), n. [NL.
(Bafinesque), irreg. < Gr. daavg, shaggy, -(- ard/ia,
 Dasistoma mouth: in allusion to tho hairy throat of the
corolla.] A genus of plants of the famUy ScrophularianesB. it is
related to Oerardia, but differs in Its yellow flowers, with the cells of
the anthers awned at the base. There are about 8 species, natives of
eastern shape c dastur (da-stSr'), ». [Also destour, destoor, dustoor;
Pers. dastur , < Pahlavi dastobdr, chief councilor, chief priest.
Compare dustoor, custom.] A chief priest. DasyatidSB (das-i-at'i-de),
n. pi. [NL., <.dasyatts a="" family="" of="" sting-rays="" typified=""
by="" the="" common="" sting-ray="" europe="" dasuatts=""
pastinaca.="" rays="" this="" have="" smau="" teeth="" and=""
slender="" tail="" usually="" provided="" with="" strong=""
seriated="" spine="" which="" may="" inflict="" dangerous=""
wound.="" name="" is="" tragcmides="" but="" dasyatidsb=""
older.="" dasyatinae="" n.="" pi.="" dasyatis="" subfamily=""
genus="" characterized="" within="" tail.="" later="" corrected=""
to="" dasybatis="" dasybatus="" grr.="" daavg="" thick="" parlg=""
isdrof="" ray="" or="" skate.="" typical="" stingrays=""
represented="" numerous="" species="" on="" both="" sides=""
atlantic="" in="" south="" seas="" about="" east="" indies.=""
called="" trygon.="" gr.="" daabg="" lldrag="" an="" emended=""
form="" dasycottus="" w.="" daav="" rough="" k="" fish=""
cottvs="" dassrcoctus="" setiger.="" bulletin="" u.="" s.="" nat.=""
museum.="" small="" soft-bodied="" sculpins="" found="" deep=""
waters="" north="" pacific.="" dasyphyllous="" having="" thickly=""
set="" leaves.="" dasyproctine="" a.="" relating="" like=""
agutis="" belong="" dasyprocta.="" dasypygal="" hairy="" irvyii=""
rump.="" posteriors="" covered="" hair:="" said="" large=""
anthropoid="" apes="" as="" distinguished="" from="" gibbons=""
old="" world="" monkeys="" ischial="" callosities.=""
dasyscopelus="" axdireh="" peak="" promontory.="" lantern-
fishes="" myctophidsb="" firm="" scales.="" d.="" spinosus="" mid-
="" atlantic.="" dasyscypha="" saavg="" okijipri="" okv="" eup.j=""
discomycetous="" fungi="" so="" named="" ascomata="" are=""
sessile="" stipitate.="" spores="" simple="" hyaline.="" hare=""
been="" described.="" they="" distributed="" throughout=""
occur="" chiefly="" decaying="" trunks="" branches.=""
willkormnii="" produce="" disease="" larch="" blister.="" see=""
tarch-ifblister.="" datal="" chronological="" pertaining="" date:=""
facts="" stated="" duital="" order.="" e.="" datg="" ri.="" even=""
date="" expression="" commonly="" used="" legal=""
instruments="" indicate="" that="" another="" instrument=""
referred="" was="" be="" executed="" upon="" same="" date.=""
z.="" occasional="" california="" fanleaf="" palm=""
neovoashingtonia="" filamentosa.="" chinese="" fruit=""
cultivated="" asiatic="" jujube="" zizyphits="" jujuba.="" it=""
eaten="" either="" fresh="" dried="" often="" candied=""
sweetmeat.="" zizyphus.="" coffee="" honey.="" trehlzond="" date-
plum="" mediterranean="" region="" diospyros="" lotus.=""
considered="" alford="" best="" stock="" for="" grafting=""
persimmons.="" wild="" one="" spanish="" bayonets.="" yucca=""
mohaverms.="" has="" somewhat="" appearance="" also=""
sweet="" succulent="" flesh="" indians.="" date-fever=""
dengue.="" buck="" med.="" handbook="" ih.="" date-palm=""
introduced="" mission="" others="" american="" pioneers=""
long="" existed="" inferior="" seedling="" varieties.="" good=""
varieties="" recently="" united="" states="" government=""
under="" auspices="" promising="" commercial="" success=""
over="" limited="" ai="" arizona="" califomia.="" mature=""
requires="" long-continued="" heat="" dry="" air="" above=""
abundance="" water="" at="" roots="" thus="" suited="" hot=""
deselts="" reclaimed="" irrigation.="" will="" bear="" alkali=""
soil="" endure="" more="" frost="" than="" orange="" less=""
peach.="" dioecious="" culture="" pollinated="" artiflcially=""
male="" tree="" sufficing="" hundred="" female.="" do="" not=""
breed="" true="" seed="" propagated="" suckers="" offshoots=""
put="" forth="" base="" young="" trees.="" dies="" if="" tlie=""
terminal="" bud="" desti-oyed.="" plantations="" sahara=""
shelter="" many="" fruit-trees="" could="" otherwise="" grown.=""
fruits="" grown="" arabs="" three="" principal="" types="" viz.=""
soft="" dates="" known="" market="" aie="" very="" sugary=""
similar="" much="" lower="" sugar-content="" all="" sticky=""
picked="" up="" tall="" regarded="" bel=""> ter for food than the
soft dates. One of the best of innumerable named varieties is the
deglet noar. Some good seedling varieties have been developed in
the southwestern United States. dater, n. 3. An apparatus for
stamping the date on receipts, orders, or other papers, in some
complex forms the hour also can be indicated, a clock in the base of
the instrument changuig the hour as the day advances, without
attention from the user. datil (da'tel), n. [Sp. ddUl, date (Phoenix
dactylifera) : see dateS.'\ 1. Tucea baccata. See yucca. — 2. In
South America, a name of several palms, especially of Cocos Datil,
the leaves of which yield a fiber which is braided by the natives into
hats, baskets, etc. datmg-machine (da'ting-ma-shen"), n. A machine
having type-wheels and mechanism for printing dates on cards,
tickets, etc.; a dater. datiscaceous (dat-is-ka'shius), a. Belonging to
the plant family Datiscacex. Also datisceoiis. datiscetin (da-tis'e-tin),
n. [datisc-in + -et- + -i»2.] A pale-yellow compound, C6H4 < ^Q >
C6(6h)2(OCH3)2, prepared by the action of sulphuric acid on
datiscin. It crystallizes in needles, melting at 237° C. Datism
(da'tizm), n. [Gr. Aaria/j4g, < Adric, Datis, the Median commander at
Marathon, who spoke broken Greek.] Brokenness or incorrectness of
speech natural to a foreigner, or an instance of this ; a fault or
mistake in speaking a foreign language. We can understand that a
small Athenian boy should commit a Datism in Latin. Saturday Rev.,
Nov. 14, 1891, p. 564. datival (da-ti'val), a. Of or belonging to the
dative case: as, aaiiwaJ terminations. dato (da'to), n. [Also datto,
dattu; Philippine Sp. dato, datto, < Sulu datoh, chief, < Malay
ddtolp, ddtuk, a grandfather, the head of a family, hence a title of
distinction, a chief, a petty prince.] A feudal lord or chief in Sulu and
other Malayan countries. In Sulu the dates formed a council which
governed the state. The sultan was merely the executive head of the
council. The Galas district is nominally under the charge of the Dato,
Bentara, but he lives at Kota Bharu, as do all the chiefs. Geog. Jour.
(R. G. S.), IX. 36. datum, n — Ordnance datum. See *ordnance.
daturic (da-tu'rik), a. [datura + -ic] Of or pertaining to datura.
Noting a coloriess acid, C17 H34O2, isomeric with margaric acid,
occurring as a glyceride in the seeds of Datura stramonium. It
crystallizes hi slender needles melting at 66° C. daturinic (da-tti-
rin'ik), a. [datura + -in + -ic.] Same as *daturic. daturism (da-
tu'rizm), n. [datura + 48m.'] Poisoning by datura or stramonium
(Jamestown or jimson weed), or its active principle, daturine. daub,
n. 5. In coloring enameled leather, a thick black substance put on as
a first coat to fill the surface in preparation for the final coloring.
Modern Amer. Tanning, p. 265. dauber, n. 2. A heavy round brush of
riceroot, sharpened to a round point, used for cleaning out the
comers of a carriage. daufin, n. A simplified spelling of dauphin.
daughter -chromosome (d4'ter-kr6"mo-s6m), n. One of the two
chromosomes which arise by the equal division of a single
chromosome in a mother-cell. daughter-cyst (da'tfer-sisf), n. A cyst
formed on the interior of the mother-cyst in Teenia echinococcus,
the cause of hydatids in man and in various domestic animals. From
the walls of the daughter-cyst arise numerous tapeworm heads, or
scoleces, which are readily detached ; and if the organ containing
the cyst be swallowed by the dog, the flnal host of the pai'asite,
some of the scoleces are likely to develop into the adult form of the
tapeworm. daughter-nucleus (d&'ter-nii"kle-us), n. In cytol. and
embryol., one of two cell-nuclei derived by division from a single
mother-nucleus, as in normal cell-division. See cut under
^chromatin. daughter-segment (da'tfer-seg^ment), n. In day-breeze
eytol. and embryol., either of two metameres, blastomeres,
chromosomes, or other organic elements, derived by division from a
single mother-element of the same kind. daumont (do-mdh' ), n.
[Nam ed from the Due d'Aumont, who introduced this vehicle into
France in the time of Napoleon I.] A carriage drawn by four horses,
of which the two near ones are ridden by postilions, and having two
footmen at the rear: noting a style of driving. dauphin, n. 2. A billon
coin struck, under Charles VII. of France, for Dauphin^. Davallieae
(da-va-li'f-e), n. pi. [NL., < Davallia + -esB.I A tribe of mainly tropical
polypodiaeeous ferns, its component genera aie distinguished by
usually terminal and marginal or submarginal sori, and by extrorse
indusia. It includes among others the well-known genera Davaltia
and Nephrolepis, several species of which are commonly cultivated,
those of the latter genus being known as sword-terns. 8e« Davallia
and 8word-*/ern. David powder. See *powder. David's harp. See
■kharp.—DscTi&'a shield. See Zionist ifjlag. Daviel's spoon. See
*spoon. daviesite (da'viz-it), n. [Named after Thomas Davies of the
British Museum.] A lead oxychlorid occurring in colorless prismatic
crystals : from Atacama. dawa (da'wa), n. [Fijian name.] In the
Fijianlslands, Pometia pinnatu,& stately forest- » tree which belongs
to the Sapindacese. it has * pinnate leaves, flowers in teiminal
panicles, and fruit containing a seed inclosed in a honey-like,
glutinous, pulpy white aril which is edible and is esteemed by the
natives. The bark is saponaceous, and the timber, though coarse-
grained and porous, is suitable tor cabinet-work. The tree is also
found m Kew Hebrides, New Caledonia, and New Guinea. dawk-boat,
n. See *dak-boat. dawn, )!■— False dawn, a transient light on the
horizon about an hour before dawn ; a phenomenon well known in
the East.— Liquid dawn, in ceram., a ruby-red color, obtained from
copper. Also called dawn-red. dawn-red (dftn'red), n. Same as liquid
*dawn. dayi, n — AfBrmance day general. See ■kafimmnce. —
Apparent solar day, the interval between two successive meridian
transits of the sun. On account of the sun's variable motion in right
ascension, these apparent solar days vary slightly in length :
December 23-24 is about 63 seconds longer than September 17-18.
—Borrowed days. See ^/^orrowed. — Cnajlge Of day, a change in
one's reckoning hi circumnavigating the world, in order to make it
agiee with the calendar. (See gained irday, lost rkday.)_ This is
accomplished when, on crossing the 180th- meridian (or a
conventional line which has been substituted for it in certain paries
of its course), one day is dropped (the lost day) when sailing from
east to west, or one day is reckoned twice when sailing [roni west to
east. See date-line. — Confederate memorial day, a legal holiday in
several of the southern United States : in Alabama, Florida, Georgia,
and Mississippi, April 26; in North and South Carolina, May 10; and
in Virginia, May 30.— Day In, day out, everyday ; all the time.— Day
of atonement, see Jewish -kfasts and Jewish itfestioalg. — Days of
devotion, feast days, whose observance is a matter of devotion and
not of obligation. — Day terrors, sudden attacks of fright with a
confused mental state, sometimes occurring in children during their
waking hours.— Flag day, the anniversary of June 14th, 1777. when
Congress adopted the Siais and Stripes as the flag of the United
States of America : now widely obseiTed as a holiday.— Gained day,
the day that is gained or reckoned twice when circumnavigating the
world from west to east. See date-lins and change of *day. — Labor
day. See labor-day.— lost day, the day that Is dropped out, at the
date-line, in circumnavigating the globe from east to west, in order
to make the ti-aveler's reckoning agree with the calendar.- Lunar
day. (a) The period of the moon's axial rotation. (6) The time during
which the sun shines upon any speci&ed point of the moon's sm'face
: opposed to lunar night, (c) The interval between two successive
transits of tlie moon across the meridian : sometimes called tidal
daj/.— Lustrlcal day, in Xmn. antiq., the day on which a child was
purified by sacriflceand received a name : for boys the ninth after
birth, for girls the eighth. — Making-np day. Same as contango or
continuation (ill!/.— Midwinter day, an old name for Christmjia day.
—Primrose day, April 19, the anniversary of the death of Benjamin
Disraeli, Earl of Beaconsfleld, celebrated by his admirers and
followers, members of the Primrose League (which see, under
leaguel), — St. Bamabas's day. Same as Bamaby aai/(which see,
under dai/l).— St. John's day. (a) June 24, a festival observed In
honor of St. John the Baptist: an important day in the history of
freemasonry. (6) December 27, a festival observed in honor of St.
John the evangelist and apostle. — Seal days, in Eng. law, days
upon which motions were heai-d in the Court of Chancery. They
were so named because each motion had to be stamped with the
seal of the coui-t, which was not in court on other court days. —
Tidal day, the Interval between two high tides, as distinguished from
the length of the lunar day or the solar day. The tidal day results
from the interferences of the great lunar and solar tidal waves. —
Treasury day, pay-day. [Theatrical slang. 1 — Year and day. See -
kyear. dayan (da-yan'), n. ; pi. dayanim (da-ya'nem). [Heb. daydn.]
A judge. See *beth-din. day-blind (da'blind), a. Able to see
indistinctly or not at all in a bright light. See hemeralopia. Buck,
Med. Handbook, IV. 628. day-breeze (da'brez), n. A periodical light
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